All of You
by Ralieber
Summary: Emma is a 21 year old college student, Regina is the 32 year old head of the Political Science dept. What happens when Emma takes Regina's class and is instantly awestruck by the professor? Completely AU and 100% Swan Queen. Rating may change in the future.
1. Chapter 1

**A/N: Okay so this story will have plenty of chapters. It may be a little bit of a slow burn, but not too bad. I promise this will not be a cliché story of a student/teacher relationship. I owe my thanks to my gf for helping me with ideas for this story; she can be found on tumblr at long-gone-baby. Reviews are highly appreciated and encouraged, they make me write and update more often :) I hope you enjoy this!**

* * *

**Chapter One**

Emma Swan walked with confidence to the building that housed all of the political science classes and offices. Wearing a pair of black combat boots, jean shirts, and a t-shirt sporting her favorite band, Death Cab for Cutie, she enjoyed the late summer air. She silently thanked herself that her first class on Tuesdays and Thursdays didn't start until 11 am. It's not like the first day of school was her all time favorite day, it's just that she was excited that school started on a Tuesday as opposed to a Monday. And she would be lying if she said she didn't enjoy school at least a little bit.

She made it to her first class fifteen minutes early, this way she was able to score a good seat. The classroom wasn't huge but it was a decent size. The room was split in half with five rows of long tables on each side. Out of the 45 seats she chose to sit in the aisle seat in the fourth row. Taking out her textbook, notebook, and a pen, Emma wanted to appear as prepared as possible. This particular class sounded interesting but it had a reputation. The professor was the head of the Political Science department here at NYU despite her young age. Emma had yet to have a class taught by her, let alone meet her. There was a number of things she heard about the professor: her classes were notoriously difficult and seemingly impossible to obtain a good grade in, she was nice and friendly despite being a stern and intimidating teacher, and she was hot as hell.

For the next ten minutes students began to trickle into the classroom until all of the seats were full. The last person to enter the room was none other than the infamous professor. Emma felt the air escape from her lungs as she took in the sight of the woman. A skintight red dress donned her petite yet curvy figure, falling right above her knees. Just enough cleavage was peeking out to let Emma's imagination run wild. You could easily see all of the muscles in her toned calves which were accentuated because of her black high heels. Her dark brown hair looked almost black and contained a little wave before falling right to her shoulders. Her eye makeup was smokey but not overdone with a touch of red lipstick on her plump lips. The way she walked reeked of confidence and her hips had a nice sway to them.

It wasn't until the professor reached the front of the room, put her bag down, and turned her attention on the students did Emma remember to breathe and close her gaping mouth.

"Well it looks like the class is full. Why don't we go ahead and get started. Welcome to Political Science 345: Women In Politics. My name is Dr. Mills," she smiled as she stated her name. Her bright and wide smile captured the attention of everyone in the room, especially Emma's.

"However, you may call me Regina if you'd prefer."

Emma was already lost in her thoughts after hearing that sultry, deep voice. Yeah, people told her she was hot but they failed to mention that she was fucking _gorgeous_. She could definitely get used to looking and listening to Dr. Mills all semester long.

When Emma finally pulled herself out of her head, she noticed Dr. Mills had a stack of index cards in her hands.

"I will be giving each of you an index card and there are a number of things I would like you to write on them. This way I can attempt to get to know each one of you."

She began to write a list on the board and she read it aloud as she wrote it down.

"First, your first and last name as well as the name you would like me to refer to you as. Second, your year and your major. Below that please write your email address so I know that I have an up-to-date list of those. Then, the reason that you enrolled in this class. Lastly, I would like you to tell me an interesting fact about yourself."

Dr. Mills walked down the aisle, passing a handful of the cards to each person at the aisle seats. When she reached Emma, she nervously took the cards while muttering a timid thank you but flashing her an eager smile. As she passed by, Emma caught a whiff of her amber scented perfume.

_God, she even smells good. And warm._

Emma concentrated on her card, wanting to impress her new professor.

_Damn. I'm not very interesting. What is there about me that's impressive? I'm not in my early 30's at the most with a Ph.D like her. Think, Swan._

About five minutes later she had her end product. Written in the most careful handwriting she's ever attempted.

**Emma Swan**

**3rd year, Sociology Major with a concentration in Social Work**

**emswan **

**This course is cross-listed with Sociology and I need an elective. This class sounded interesting and I heard great things about your teaching.**

**An interesting fact about me is that I can beat anyone in a game of trivia.**

She sighed as she read over her card and was embarrassed that she couldn't come up with anything else more spectacular.

"Alright, please pass your cards up to the front of the room."

For the rest of the class Dr. Mills went over the syllabus. Then she pulled out a stack of papers from her bag.

"Last week through email I asked you all to fill out this questionnaire so I could assess where you all stand on your political science knowledge. I have reviewed them and given you some feedback. Please just give me one moment to look over your index cards."

Quiet chatter filled the classroom as the professor reviewed the students' information and occasionally scribbled on some of the papers. When she finished, she called the students up by name to collect their papers.

"Once you have your paper, you may leave. I will email you all with the homework assignment that's due next class. Note that this class is one and a half hours long and today is the only day in which you will be permitted to leave early."

Emma's name was one of the last names to be called. When she reached the front of the classroom her hands had become sweaty.

_How am I so nervous? This isn't like me._

"Good work, Miss Swan. It's nice to meet you," Dr. Mills flashed one of her smiles again and Emma took her paper.

"Thanks. Nice to meet you too, Dr. Mills."

Emma exited the room with the scent of her amber perfume still lingering in her nostrils. She had an hour to kill before her next class so she sat on a bench outside of the building. Putting in her headphones, she looked over her paper.

_Man, there's a lot of red pen on this. I must have done horribly._

Upon careful inspection, Emma actually got every question right. There was, however, a note at the bottom in neat cursive.

_**Miss Swan,**_

_**I'm impressed so far. You are the only one to get every question correct. Although I doubt that everything you heard about my courses were good things. I may, however, challenge you to a game of trivia if the opportunity ever presents itself in the future.**_

_**-Regina**_

Emma's heart fluttered at what she thought was a senseless crush. There was one word on her mind that she whispered as she reveled in her music and the warm weather, "Regina".


	2. Chapter 2

**A/N: Wow! Thank you all so much for your interest in this story! Here's a new chapter, hope you like it! Review, review, review pretty please :)**

* * *

**Chapter Two**

When Emma finished with her third and final class for the day she headed to a nearby cafe for dinner. She looked around for her best friend when she entered through the doors. Spotting him at a table in the back, she went to join him. Standing up, he greeted his best friend with a hug.

"My little Swan, oh how I've missed you!"

Giving him a tight squeeze in exchange she laughed, "Jefferson, we saw each other last night".

"Oh, so am I not allowed to miss you anyways," he joked with her.

Rolling her eyes, she replied with a giggle, "I missed you too".

They left their belongings at their table and went to the counter to order the food they always get when they dine at this cafe. A burger for each of them and a plate of cheese fries to share.

After sitting down and diving into their meals they caught up on each other's first day of classes.

"So I had costume design first and then my improve class. Em, there is seriously _the_ cutest guy ever in my improve class. I swear he's a Greek god or something. He might even have the power to turn you straight," Jefferson was talking a mile a minute just like he always did.

Emma just rolled her eyes at him and laughed. They had been best friends ever since they met at a frat party the first week of their freshman year. Both of them being gay (and at a frat party) was the main reason they instantly clicked. In fact, Jefferson had introduced Emma to the last girl she dated, the only person Emma had actually fallen in love with so far. They dated for a little over a year before things ended horribly. Emma has had lovers since her ex but hasn't actually dated anyone else.

"Well, it seems as though we are both already crushing this semester," Emma said with a sly grin.

Jefferson hadn't heard Emma talk about a crush in a long time so he leaned forward eagerly. "Oh my god! Is there some cute girl in one of your classes?"

"Not exactly," Emma trailed off.

"Tell me everything. Now," Jefferson demanded.

Emma sighed, "I mean there's not much to tell. She's not so much in my class as she is teaching it,".

Jefferson's eyes widened, "Oooh is it the teacher that you were nervous about and everyone told you she's super hot,".

A tight smile formed on Emma's mouth, "Maybe,".

She could read all over his face that if she didn't elaborate about her crush now, he would never leave her alone until she told him.

"Okay, okay. So yeah, it's her. Her name is Dr. Mills but she said we could call her 'Regina'. Which is pretty cool but intimidating. She has the most radiant smile I've ever seen and a banging body. Like you can obviously tell she does yoga or Pilates or some shit like every day. Ugh and the way she dresses is sexy but classy. And her voice is enough to make me fall in love," Emma drifted off into her thoughts of the professor.

"Woah, Swan. Don't get too carried away just yet. Unless you're already planning on making a move sometime soon," Jefferson winked at her.

"Oh my god, Jefferson. I barely know the woman. And in case you already forgot, she's my _professor_. That would be wrong. And this is just a simple crush. Plus, I'm sure she'd never go for one of her students and there's no way she's single," Emma feigned shock at her friend's forwardness.

"Mmhmm," he simply responded, seeing through her bluff. "This is college, not high school. The rules are totally different here and I'm willing to bet that there's already at least twenty students dating their professors at just this school alone. Plus, you're Emma fucking Swan. Who wouldn't want to date you?"

Emma shied away a bit, "Thanks but can we just change the subject, please,".

The two friends continued to eat their dinner while making plans for the weekend.

* * *

For the rest of her evening, Emma did a little bit of light homework to try and get ahead. After she completed that she just relaxed and mindlessly watched a little television.

_It's times like these when I wish I had a roommate to keep me company._

Emma lived alone in a tiny studio apartment not far from campus in the West Village. She was able to afford it through the job she held at a local bookstore. Thankfully she didn't have to pay her school tuition because it was paid for in full through scholarships due to her amazing grades in high school. Those scholarships gave her all the motivation she needed to continue on her streak of a 4.0 GPA.

Sometimes, when left alone with her thoughts, Emma would think about how her life would be if she had parents. She grew up in foster homes all her life, constantly being moved from house to house. This made it difficult for Emma to quickly open up to someone and trust them. She was terrified that once she connected with a person they would be ripped out of her life like it had so often happened. She understood that that's a huge reason why her last break-up had hit her so hard. Emma was, however, grateful that growing up majorly on her own had helped her shape her own destiny and truly fight for it. She never had the pressure of constantly having to live up to her parents' expectations. Now, she could truly try to make an impact on the world after she obtains her degree. She wants to open up after school homes for children in the foster care system to help give them guidance, support, and a loving environment.

Before she realized it, the clock turned to midnight.

_I better go to bed. My dumb ass signed up for a nine am class on Mondays, Wednesdays, and Fridays._

Little did Emma Swan know that her current crush was on her own couch doing the exact same thing she had been doing.

* * *

Regina Mills sat on her couch nursing a glass of wine while she responded to emails. The only sound that could be heard throughout her lavish home was the typing on her keyboard. She couldn't keep her mind from wandering to thoughts of her loneliness.

_What's the point of having this huge brownstone in the Upper East Side if I have no one to share it with?_

Of course this wasn't the first time she'd thought about this. The regal professor hadn't been in a serious relationship in five years. Her commitment issues always got in the way. Ever since her father, Henry, passed away unexpectedly seven years ago, she was never quite the same. Her mother, Cora, was still alive but hey haven't spoken in six years; her father's death taking a huge toll on their already strained relationship. Cora wasn't a horrible person, she just wasn't a good mother. Parenthood wasn't what Cora had wanted, it was what Henry wanted. So Cora gave it to him because she loved him him but she distanced herself from it.

Regina inherited her regality and class from Cora but she got her kind heart and Latina flare from her father. Another reason Regina assumed her mother distanced herself from their father/daughter dynamic was because he taught her Spanish from a young age. Regina hardly ever spoke in English with her father. It was something that connected just the two of them and she loved it. Cora always thought it was rude, which made Regina only speak it more when she was around.

The only time Regina had been shown true love was from her father and her first girlfriend, Lea. She was nineteen and when her mother found out, she was less than thrilled. The rest of their relationship consisted of sneaking around until Lea passed away in a car accident. It seemed that everyone that Regina truly loved either died or left her. It just became easier for her to distance herself from people.

Of course when her father passed away he left everything he had in her name. He had been a successful lawyer for many of their friends in the Upper East side, so needless to say he had quite a bit to his name. With which she bought extravagant things, hoping it would fill a void within her. However, that was never the right solution so Regina had moved on to using people for her gain. Yes, she was a kind soul, especially to her students, but that didn't stop her from fucking people for a temporary fulfillment that only lasted till the following morning.

Ultimately, she had decided to take a break from that reckless emotional (and sometimes physical) behavior. She wanted to focus on her students and work for the time being. Speaking of her students, a new email just came through to her inbox from one of them. She proceeded to open it:

**Dr. Mills,**

**I'm sorry for the late email but you told us that you wouldn't mind looking over any essays we had before they're due. I have mine completed for Thursday's class and was wondering if you could tell me if there's any mistakes before I officially hand it in. Thanks in advance. Have a great evening.**

**-Emma Swan**

Regina felt a grin spread across her face.

_At least I have one student who is interested in getting a good grade in my class. Emma Swan, you seem intriguing._

She read over the girl's essay, impressed with her already.


	3. Chapter 3

**A/N: I'm not sure how often I'll always be updating this story because I'll be on vacation for the next few days but I will always update it at least once a week. Thank you to "oh my helena" for an idea for part of this chapter :) hope you enjoy! Also, all mistakes are my own because I didn't proofread, I just wanted to get this chapter up!**

* * *

**Chapter Three**

*Two weeks later*

Emma's life had been pretty mundane lately: she went to class, worked, did homework, hung out with Jefferson, slept, repeat. So far, tonight was proving to be the same. She was working at the bookstore- well not so much working as she was playing Fruit Ninja on her phone. It was already seven on a Friday night and she had two more hours to go before she could leave. Apparently hardly anyone wanted to buy a book tonight.

She was so concentrated on her game that she failed to realize there was a customer standing in front of her waiting to be checked out. She heard them clear their throat which caused her to jump so bad that she dropped her phone. When she looked up she saw that it was none other than the professor she crushed so hard on. Her cheeks instantly burned red.

"Um, h-hi, Dr. Mills," she stammered.

Regina raised an eyebrow at the flustered girl. "Are you going to pick up your phone?"

Emma's eyes opened wide as she ducked down to retrieve it. "Oh, yeah! Thanks." She gave the professor a weak smile and a giggle. "Sorry about that. How are you?"

"It's quite alright, dear. I'm fine, thanks for asking. I didn't know you worked here."

"Well I didn't exactly tell you I did." Emma picked up the book that the older woman brought to the counter. "Oh my god! You like _Orange Is the New Black_ too, dandelion," Emma beamed.

"I beg your pardon? A colleague referred me to this book, she said it would interest me," Regina looked at Emma quizically.

Emma was completely embarrassed at the way she quoted the show. She muttered under her breath so that Regina could barely hear her, "Oh, wow. Um, I'm an idiot. I was just quoting the show. It's like, really awesome. Sorry,".

Regina smirked up at Emma as she was handed her bag and change. "Well, I guess I'd better check out this really awesome show after I've finished the book. Do have a good weekend, Miss Swan."

Emma chuckled and returned the professor's bright smile, "You have a good weekend too, Dr. Mills,".

"Please, call me Regina."

And with that, the professor sauntered over to the exit.

"Okay, Regina," Emma said, unheard by the professor. Her cheeks were now on fire and her stomach roared with butterflies.

* * *

Regina's doorbell rang and she went to answer it. Standing on her doorstep was her best friend.

"Hi, Rose. Come in," Regina ushered the other woman into her brownstone.

As per usual, Rose went straight to where Regina kept her hard liquor and poured herself a glass of whiskey neat. Knowing her best friend well, she knew that Regina had a glass of her own already since it was Friday night and she was spending it at home.

"Whatchya doing," Rose inquired as she walked into the living room and saw Regina's glass of whiskey next to her open laptop. Before Regina could answer and make it to the laptop Rose had thrown herself onto the couch and picked up the computer.

"Who's this," Rose asked with a smirk on her face.

The two women had been close friends for several years now. Their parents had been friends and they connected through their mutual loath of Manhattan's socialite crowd that they both been raised in. Rose had an unhealthy obsession with TInkerbell, to which Regina had often referred to her as. She even resembled Tinherbell, oddly enough. The woman was rather short with curly blonde hair that had a mind of it's own.

Regina let out a groan, mentally scolding herself for leaving her laptop open on Emma Swan's facebook page.

"It's just a student of mine."

"Mmmhmm, and why are you creeping on her facebook when you haven't even sent her a friend request, professor," Rose loved to get a rise out of Regina.

Regina sighed, "It's not like that, Tink. She simply recommended a television show to me and is showing much progress in my class. It's not wrong to want to know a little more about my students,".

"I never said it was wrong. I sure hope you found what you were looking for though because it looks to me as though you were just creeping on her pictures from three years ago," Rose looked through some of Emma's more recent photos. "Does she not understand the concept of privacy settings? Because she has none set."

Regina mumbled something incoherent and grabbed her laptop out of her friend's hands and slammed it shut.

"Just leave it alone, okay," Regina demanded.

"Jeez, alright," Rose replied as she downed the rest of her drink. "Looks like we both need another one of these."

* * *

*One hour and four drinks each later*

Both women had a nice buzz going and were currently laughing at the disastrous events that occurred on Rose's latest date.

"He did not lick your face?!'

"I swear he did! He was trying to kiss me goodnight I guess and did that instead. So gross and weird," Rose was laughing.

When their laughter died down Rose decided to push her luck with the subject of Regina's interest in her student.

"So, Regina. Tell me the truth. What's the story with this Emma Swan?"

Regina sighed and leaned deeper into the couch. She figured she migh as well talk to her best friend about it. It may help her understand it better herself and honestly Rose will only bring it up until Regina talks to her.

"I really don't know, Tink. She takes my Women In Politics class. The girl is so intelligent that I feel like we could hold a serious and pleasing discussion about both of our areas of work outside of the classroom setting. She's really taking initiative in my class and it's impressive."

Rose smirked, "Not to mention she's hot,".

Regina let a smile grace her face at the image of Emma in her head.

"Yes, she is very attractive. She works at the bookstore by the campus and I ran into her when I was there earlier today. I think she called me 'dandelion' but I'm not sure why."

Rose looked confused for a moment before replying, "Because she has the hots for her teacher,". She grabbed Regina's laptop and opened it back up to the girl's facebook page. "You should add her."

Regina gasped, "That would be highly inappropriate,".

"Why? You're friends with some of your other students. You've even hung out with some of them. This isn't anything like high school."

She thought about that for a minute, ultimately coming up with no more excuses. "Iguess you're right."

"I'm always right," Rose mischievously grinned as she sent the friend request to Emma.

* * *

Saturday afternoon rolled around and Emma sat at her kitchen table trying to finish her homework. Looking for a distraction she decided to check her facebook. She saw that she had a new friend request and opened it. Her heart immediately sank to her stomach when she saw it was from Regina.

_Holy shit. No fucking way. She wants to be my friend?! This definitely is a distraction._

Emma successfully spent the next thirty minutes learning everything she could about the professor from her profile. She deduced that the woman was actually a real life goddess. There was just no way that she could be that gorgeous in real life _and_ in photos. So far she hadn't been able to find a single flaw in this woman.

After a few minutes of arguing back and forth with herself, she gained the courage to send a private message to the woman.

**Hey, Regina! I take it that contrary to popular belief, professors do understand social media? ;) Have you started **_**Orange Is the New Black**_** yet? If so, what are your thoughts?**

**-Emma**

Her palms sweaty and her heart racing, she pressed send.

_God, this is so cheesy._

* * *

It wasn't until dinnertime when Regina remembered that Rose had sent Emma a friend request for her. Nervously, she retrieved her laptop and settled into her couch with a glass of whiskey neat once again. A wide smile involuntarily formed on her face when she saw that Emma had indeed wanted to be her friend as well. It surprised her when she felt the butterflies in her stomach as she read the message she had received from the blonde.

The smile never left her face as she replied.

_**Emma,**_

_**Yes, contrary to popular belief not all professors are are ancient with no concept of modern technology. I have started the book, although I am only one chapter in. I find it compelling and insightful so far. Is the television show just as good?**_

_**-Regina**_

The two women continued to exchange messages throughout the night.

**Regina,**

**Well thankfully I have noticed that you aren't ancient but young and definitely smart enough to figure out anything. The show is better than the book in my opinion. It's only available on Netflix though. If you're interested, I can show it to you when you're finished with the book if you don't have a Netflix account.**

**-Emma**

_ Wow, I hope this isn't too forward._

In the next message exchange, Regina found herself convienantly leaving out the fact that she did indeed have her own Netflix account.

_**Emma,**_

_**That would be wonderful, thank you. I hope that your other courses this semester aren't proving to be too difficult for you, especially paired with my class.**_

_**-Regina**_

Emma found herself getting more comfortable and bold as they kept exchanging messages.

**Regina,**

**My semester is actually going pretty well so far. Although I do have to admit that your class is by far my favorite. Maybe it's because the professor has already left an impact on me.**

**-Emma**

Regina's face flushed as she sent one final message for the night.

_**Emma,**_

_**That's pleasing to hear. Have you considered that possibly some of her students have already been more enjoyable this semester than previous ones?**_

_**-Regina**_


	4. Chapter 4

**A/N: I'm so glad you all are liking this story. Remember to let me know what you think! :)**

* * *

**Chapter Four**

It wasn't until the following Thursday evening that Emma got the chance to have a one on one discussion with Regina. The two women had been busy with school. Emma needed a strong dose of caffeine after her classes so she made her way to her favorite coffee shop to meet up with Jefferson. With her laptop and homework in tow, she used all of her weight to open the heavy door.

"Double espresso with cream and sugar, please."

Emma paid for her order and waited for it to be made. As she glanced around the room she noticed that Jefferson hadn't arrived yet. Though her eyes locked on a table in the back as she saw Regina, brow furrowed and glasses on her face. Emma's stomach fluttered as she gained the courage to go talk to the professor.

"Is this seat taken?"

Regina jumped as she snapped out of her trance by a soothing voice. Her face softened when she saw that it was Emma, offering up a soft smile.

"No, please, sit down. How are you, Miss Swan?"

Emma giggled at the formality, "I'm good, thanks. Doesn't really look like you are though,".

Regina sighed, "No, not really. I-it's just that more responsibilities have been added to my plate when I'm already the head of the Political Science department,".

Emma plopped herself down on the chair, enthralled that the professor had opened up to her so quickly. As she listened, she noticed the way that the professor's mouth still moved gracefully even though she was upset. Emma also noticed the way she was talking completely with her hands now- something she rarely did in class. She was completely invested in the professor that she failed to hear her drink called out four times in a row.

Regina abruptly stopped talking. "Dear, I think your drink is ready."

"Oh, woops," Emma's face reddened as she went to grab her drink. "I'll be right back."

The older woman chuckled then became embarrassed as well as she realized how fast she had confided in the blonde.

When Emma returned, Regina began apologizing. "I'm sorry, Miss Swan. I should not have put any of my grievances on you, that was highly inappropriate. It is for me to deal with, not you."

"Hey, Regina, it's totally okay. I like that you feel comfortable enough talking so freely with me. Besides, I'd like to think that we're kind of friends." Emma reached out and placed a reassuring hand on Regina's.

The fact that it was the first time the women had touched was not lost on either of them as a spark ran through both of their bodies.

"And friends don't refer to each other with formalities. You can call me Emma."

Regina blushed at being told what to do by her student.

Emma's phone went off, signaling a text message from Jefferson. Her face fell at first but then lit back up as she realized she could talk to the professor more.

"Is everything alright, dear?"

"Oh, yeah! I was supposed to meet my friend here to get some homework done but he can't make it anymore."

Regina smiled, "Oh, well you are more than welcome to stay here and do your homework if you'd like. I still need to finish grading papers,".

"Okay, great. Thanks."

As Regina went back to her work, Emma studied the professor. She noted the way her eyes carefully scanned the page and occasionally she would let out a little huff and an eye roll. Then she would furiously underline some parts and scratch down some notes. No matter if her notes were bad or good, her handwriting was always elegant.

Regina felt eyes on her and she looked up to see her student in a daze staring at her. All she did was just give the blonde a wide smile and sip her coffee.

Emma's cheeks flared up as she realized she had been caught. She sheepishly got her homework out and began working on it.

After about forty five minutes, Emma was stuck on an assignment for one of her sociology classes. She couldn't stop taping her pencil on her notebook- a habit she maintained since middle school.

"Miss Swan- Emma, are you having trouble," Regina was watching the blonde for the past five minutes.

"Oh, I'm so sorry. I didn't even realize I was doing that." Emma looked embarrassingly at the professor. "How's the grading coming along?"

"It's alright. I'm actually planning for tomorrow's monthly Poli Sci event. I'm hosting a movie tomorrow night. Will you be attending?"

Emma was taken aback.

_Is she actually inviting me to something outside of class?_

"Umm, yeah. Of course I'll be going. When and where?"

Regina's smile widened, "It will be at eight pm sharp in the community political science room. Room number 403 on the fourth floor of where our class is located,".

"Great, I'll definitely be there since you're hosting."

Regina raised an eyebrow at Emma.

"Well, I mean because you're the only Poli Sci professor that I know. I don't know how it would be if another professor hosted it. I mean I'm sure they're great and all but you're _really_ great. Wow," Emma tried to explain herself.

The older woman chuckled, "Good, I look forward to to seeing you then,".

They sat and smiled at each other for a minute before Regina started packing up her stuff.

"Well, Emma. Thank you for the company, I appreciate it. However, I must be going as it is getting late and I have a long trip back home."

Emma internally frowned, "Alright. Have a safe trip home. It was nice seeing you,".

"Likewise," Regina winked at Emma on her way out.

_Wow, she just winked at me. Or am I imagining it? Shit, I better get this homework done if I want to see her tomorrow night._

Regina mentally applauded herself at her boldness on her way out the door.

_ I hope I know what I'm getting myself into._

* * *

The next evening, Emma spent more time than usual in getting ready. She decided that if she was going to impress the always impeccable professor, she may need to actually do her hair and makeup tonight. Pairing a quarter length sleeve plaid button up with high waisted jean shorts, she picked out her favorite pair of Doc Martins to go with it.

_Better bring out the full lesbian attire tonight if I want to be obvious._

She put on just a little eyeliner and mascara and did her hair in a side braid. Smiling at her reflection, she made the short walk to campus.

* * *

While Regina always looked as though she was headed to a fashion show, she found herself paying extra attention while she got ready.

_Why do I care how I'm perceived tonight? Oh, yeah. Emma will be there._

At the thought of her blonde student, her nervousness grew. Regina settled on a gray, skintight dress. While it didn't reveal any cleavage it was much shorter than she usually wore, stopping just a few inches below her perfectly sculpted ass. She paired the dress with some red five inch heels and a red necklace to match.

_Perfect,_ she thought to herself as she sprayed her amber perfume all over her body.

* * *

Emma was one of the last people to file into the classroom, taking a seat in the back. Regina gave a brief introduction then started the educational film.

Regina looked around the room and saw that the only empty seat was next to Emma. Smiling, she went to sit down. As she sat in the chair, she gracefully crossed one leg over the other. Looking over, she saw that Emma was yet again watching her. Emma offered a wide smile and turned her attention to the movie.

* * *

Once the movie was over, Regina got up to turn it off.

"Remember, if you are in any of my classes you can write a paper correlating this movie to anything we are currently studying. Papers must be four pages long, double spaced, and turned in a week from today. It will add ten points to your lowest test grade. Have a nice evening everyone."

Emma lingered until it was just her and Regina left in the classroom.

"Great turn out, professor. You really know how to get your students to come to an after school event."

Regina smirked, "Why thank you, Emma. I trust you'll be doing an extra credit paper? Not that you necessarily need it, of course. You're doing quite well in my class,".

Emma leaned on the desk in front of Regina, clearly exposing some extra cleavage to the older woman. "I definitely will. Is today going any better for you than yesterday?"

Regina appreciated the interest that the blonde showed in her. "Yes, it has been better, thank you. This just hasn't been a good week."

"Well, good thing I know something that makes everything better," Emma smiled leaning closer to Regina.

"And what might that be?"

"Karaoke."

Regina raised an eyebrow, "Karaoke,".

"Yeah, I know this great place across town. I go there every time I'm in a bad mood or stressed out. It really helps," Emma grinned.

An eye roll unconsciously graced Regina's face. "I'm not so sure that would help, dear."

"C'mon. You won't know until you try. I promise it's not as bad as it sounds," Emma pleaded.

Regina groaned, "When were you thinking,".

Emma beamed, "Tomorrow night, this way you can't back out,".

"And why ever would you think that I would back out," the older woman joked.

"Great. Here's the address and my number. I'll see you there at ten pm." The blonde gave a wink as she turned around to leave.

Regina called out to Emma before she could leave. "Thank you, Emma."

The soft smile and doe eyes on her professor's face made her heart melt. She offered a wide smile and a head nod before she walked away.

_I hope Regina's up for this._


	5. Chapter 5

**A/N: First off, please note the rating has changed from "T" to "M". The songs used in this chapter are not owned by me and if you aren't familiar with them I highly suggest that you go and listen to them to gain a better understanding of the scene they appear in ;) Titles and artist are mentioned later, I don't want to spoil it yet for you. I took this chapter in a different direction than I had originally planned so as usual, please review and let me know what you think! Thanks again for all your support xxxxx**

**p.s. I think this story is starting to show you my drinking habits ;)**

* * *

**Chapter Five**

"How's this," Emma looked herself up and down in her full-length mirror as she asked Jefferson.

"If I was a straight guy, or a lesbian, I would ask you out," he responded with a wink.

Emma took a deep breath as she appreciated the way her long blonde hair fell into elegant curls down her back. Sporting shorts, Vans on her feet, and a cream colored muscle tank she smirked at the fact that she would be showing her professor so much skin and her lacy black bra from the cutout of the tank top.

"Thanks, Jefferson. Sorry you can't come tonight."

"I'm not, no offense. I have a date with Avery tonight, remember?"

"Oh yeah, the guy from your improve class. Good luck!"

Emma and Jefferson gave each other a tight hug and a peck on the cheek before saying their goodbyes and going their separate ways.

* * *

As Regina made her way to some hole-in-the-wall karaoke bar near Gramercy Park, she mentally scolded herself for agreeing to come. Her mood hadn't improved much today due to grading more papers and finding herself going somewhere completely out of her comfort zone.

She stopped outside of what seemed to be the bar and pulled out her cellphone. It read 9:55 pm, the professor was always at least five minutes early no matter where she went. Waiting, she smoothed down her wavy dark hair and the teal silk tank top she wore. She took the opportunity to make sure there were no fuzzies on her skin-tight black jeans. Satisfied, Regina peered down at her high heeled boots and smiled to herself at her sense of style.

Across the street, she saw a wave of blonde curls bouncing towards her. Looking back at her cellphone, she noticed it was 9:59.

_Never early, never late_ she thought with a shake of her head.

"Hey, Regina. Wow, you look great," Emma greeted the professor with a huge smile.

Regina returned the smile as she looked the blonde up and down, her eyes lingering on the blonde's long and toned legs. "As do you, dear."

"Shall we," Emma asked as she ushered Regina inside with a hand on the small of her back.

The inside of the bar was nicer than the outside, although it was still not a place Regina would choose to go to on her own. The entire place was dimly lit with a small stage at the back. There were various types of chairs scattered throughout the room and a long bar lining the side of the room. It was packed with people that appeared to mostly be in their mid 20's.

Emma led them to two chairs towards the back before asking, "Can I get you something to drink,".

Regina carefully sat down and smiled, "Whiskey with a splash of water, please,".

She took this opportunity to really study the blonde as she walked over to the bar. Butterflies appeared in her stomach as her eyes drank in the legs that appeared to go on for days and settled into a perfect ass. She could feel the heat building on her cheeks and between her legs. Regina was snapped out of her gaze when Emma quickly returned, handing her a drink and gripping a Heineken in the other hand.

They sat in an awkward silence for a few moments, slowly sipping their drinks.

"So, do you frequent here with friends," Regina asked, breaking the silence.

"Nope, I always come here by myself just to get away from everything," Emma confessed.

Regina hesitated at the understanding of being important enough for Emma to bring her here. "Well I appreciate you sharing this with me."

"Don't speak so fast, we haven't even performed yet."

The professor's jaw dropped open, "Performed,".

Emma laughed, "Yeah. What, did you think we would come here just to watch other people,".

"I- I don't sing in front of other people. I am more than content with just watching your performance."

"Welp, too bad because I already put our names down at the bar."

If it was possible, Regina's eyes got even wider. "I can't. I don't even know what I would sing."

Emma smiled and lightly placed her free hand on her professor's knee. "Good thing you have thirty minutes to figure it out."

* * *

Thirty minutes came and passed and to both women it only felt like five minutes. Emma managed to finish five beers and start her sixth. Drinking quickly was something she had been working on ever since she was underage and wanted to finish as much as she possibly could. Regina impressed the younger woman by finishing four medium sized glasses of whiskey with water. Both earning a nice buzz, they managed to each pick out a song to sing- making it a point to keep their choices a secret from one another.

They also learned quite a bit about each other. The alcohol definitely aiding to their openness since neither of them enjoyed sharing personal information. The ease of connecting and talking to each other left an unsettling feeling in the back of both of their minds. Neither of them wanted to deal with it at the moment, so they both just pushed the feeling away for later.

The DJ's announcement snapped them both out of their discussion. "Next up we have Emma Swan singing 'One Thing' by One Direction!"

Regina looked up at a laughing Emma with a puzzled look on her face. "One Direction? Isn't that a bunch of little boys?"

"Yep! Except they're more like my age I guess." Emma was smiling wide as she wobbly bounced up to the stage and took the microphone. The music started and Emma confidently and proudly started singing.

Regina noted that the blonde was no where close to being a great singer but she was indeed a great entertainer.

Emma never broke eye contact with her professor as she sang.

_**"So get out, get out, get out of my head**_

_**And fall into my arms instead**_

_**I don't, I don't , don't know what it is**_

_**But I need that one thing**_

_**And you've got that one thing"**_

Regina blushed as she listened to the words and understood that the blonde meant every word for her.

Emma got off the stage and everyone clapped and cheered for her. Returning to her seat, she planted a quick kiss on Regina's cheek. They stared into each other's eyes, both growing darker.

Once again they were interrupted by the DJ, now announcing it was Regina's turn. She drained the rest of her drink from her glass and stood up, placing a hand on Emma's shoulder.

"I hope you enjoy this, dear."

Regina timidly took the microphone but started singing strongly. Emma wasn't expecting such a beautiful and talented voice to come out and her mouth dropped open in surprise. Then she immediately blushed as she listened to the suggestive lyrics of "Mirrors" by Natalia Kills and watched Regina sing it to her, effectively changing the pronouns in the song to fit Emma.

_**"My stiletto on your neck**_

_**Until I tie your hands above the bed**_

_**You've gotta- but girl don't pull the trigger yet**_

_**I haven't reloaded the clip**_

_**Squeeze hard hold that pose**_

_**You know I like it, do it**_

_**Sweetheart I'm the boss**_

_**And when you get close to it**_

_**I'm gonna make tonight a show**_

_**I'll make your love grenade explode"**_

When Regina finished singing, the whole room erupted in a cheer at the sexy performance. At that moment, everyone wanted to be Emma Swan.

With the alcohol coursing full force through their blood, both women were in a heightened state of arousal. Eyes never leaving each other, Regina stalked off stage and grabbed Emma by the hand. Leading the younger woman to the bathroom, she pushed open the door to the single stall. The door closed behind them and they stood in the middle of the room just staring at each other. Emma swore she could hear both of their pounding hearts over their hard breathing.

Finally, she stepped closer to Regina and put her hands on either side of her face. Pulling them together, she let her lips crash into Regina's. The professor instantly let out a small groan and Emma could taste the whiskey on her mouth. Soft lips and curious tongues explored each other while Regina ran her hair through the blonde curls she had been so desperate to touch.

After they couldn't stand how aroused they had both became after only making out, they pulled apart.

"Let's get out of here," Emma breathed as she looked into smoldering eyes.

Regina allowed Emma to lead her out of the bar, keeping their hands together once they made it outside. Silence hitting them, they walked to Emma's apartment stuck in their own reveries.

The blonde didn't live far from the bar but their walk felt like an eternity.

Letting her nerves and doubts get the best of her, Regina stopped at Emma's door.

"I, umm, I should probably get home." She placed a kiss on Emma's lips before whispering, "I'm sorry,".

Emma just watched her walk away with a stunned look on her face.

_Did I do something wrong? Did I push her too fast? Fuck._

She opened her door and went inside, falling onto her bed. Her mind replaying the night's events she silently thanked Regina for leaving.

_God, maybe I'm not ready for this. We both know how far it would have gone if she stayed and I can't do that with her just yet. I cannot fall for her._

The blonde fell asleep in her clothes, thinking about the woman on the other side of town.

* * *

By the time Regina made it home she came to the conclusion that she had made the right decision.

_I don't regret any of it but I can't use her like that. She deserves more than I can give her. I just don't do relationships anymore._

She got undressed and climbed into her huge bed. Her arousal hadn't subsided one bit because she couldn't keep her mind from replaying their make-out session in the bathroom. She concluded that it was harmless to relieve herself from the throbbing between her legs. Her hand reached down and she could feel the heat radiating off herself. A sharp gasp escaped her mouth as she surprised herself with how wet she was already. Sliding a finger inside, she let her mind imagine in detail what it would have been like if she stayed with Emma Swan.


	6. Chapter 6

**A/N: **You guys are awesome! I'm so glad you're liking this story. Hope this chapter makes up for the ending of the last chapter ;)

* * *

**Chapter Six**

Both women were at a loss about what to do with themselves about Saturday night. So instead of being mature and grown up about it, they both ignored it as much as possible. They were both being stubborn and embarrassed for no reason so neither of them reached out to the other. Instead, they buried themselves in their work.

Emma got ahead on homework and picked up an extra shift at the bookstore. She wasn't ready to talk to Jefferson about her feelings for the professor so she kept breaking plans with him.

Regina got caught up on grading papers and lesson planning. She cancelled all plans with her best friend as well, knowing that Rose wouldn't leave her alone with questions about their Saturday night outing.

Another thing the two women had in common was that they both prayed that the other would try to contact them.

* * *

They didn't see or talk to each other till Tuesday during class. Emma remained quiet throughout class and Regina was desperate for communication from her student. So when no one raised their hand to answer a question she asked, she called on Emma.

"Miss Swan?"

Emma's face grew red, "Umm, one powerful representation of a woman in an elected position is Tammy Baldwin,".

"And why is she an example of powerful representation?"

"Because she was openly gay when elected as a U.S. Representative of Wisconsin in 1999 and the first openly gay U.S. Senator."

"Very good. Thank you, Miss Swan," Regina gave her a genuine smile.

Emma could feel her heart pounding and knew they needed to get it over with and talk. She lingered around until everyone left the class and made her way to the front of the room.

"Hey," she greeted Regina cautiously.

Regina offered a warm smile, "Hello, Emma,".

"So, should we talk about this," Emma nervously played with the bottom of her shirt.

"Yes, we probably should," Regina finished packing up her things. "Would you like to follow me to my office where we'll have more privacy?"

"Sure."

The short walk to the professor's office was spent in silence and the only thing both women could think about was kissing the other.

Regina opened the door to her office and revealed a spacious and inviting area. Emma noticed that there were various plants and flowers around the room as well as comfy looking leather seats. The room smelled exactly like Regina's perfume and Emma took a deep breath in.

"Look, Emma. I had a wonderful time with you the other night. You're gorgeous, intelligent and refreshing to be around. But I'm not," Regina started.

Emma cut her off, "But you're not into women and I pushed you. I'm so sorry," she looked at the ground and scuffed her feet around on the carpet.

A small chuckle escaped from Regina's mouth, "No, that's not it at all. I am very much attracted to women, including yourself. But I am afraid I cannot give you what you want, dear,".

"And what exactly do I want," Emma raised an eyebrow.

"A relationship? I am not the kind of person anyone dates, Emma."

"And who said I want to date you? But I beg to differ, Dr. Mills," Emma challenged the older woman by stepping closer to her. Their faces were barely three inches apart.

"I don't want you to get involved in anything with me having the wrong idea. It would be disappointing if this got out of hand and ruined our professional relationship." Regina's breath hitched at the closeness of her student. She could feel her heart starting to race.

Emma responded with a smirk, "Well, if you want this to get out of hand and get _on_ my hand, you know my number,".

The blonde confidently strutted out of the room, leaving her professor watching her walk away. Regina closed her gaping mouth and smoothed down her dress, attempting to smooth out her arousal. She swallowed the lump that was forming in her throat and sat down at her desk. Trying to distract herself from any thoughts of the blonde, she dove into her work. Of course it didn't work and all she could think about was the kiss they shared on Saturday.

* * *

Emma returned to her apartment after a long day of classes after her talk with Regina. Her mind swarmed with thoughts of the professor and the endless possibilities of a relationship.

_I don't want to date her, or anyone for that matter. But I also don't want her to hook up with anyone else. Why am I already getting jealous over someone I'm not even with? She's completely out of my league anyways. The second she gets to know me better she'll run away as far as she can. Plus, she already said she doesn't want to date me. God, I'm an idiot for thinking I even stood a chance with her._

Emma was snapped out of her thoughts when she heard a banging on her door. When she opened the door, her jaw dropped.

"Regina?"

The older woman looked terrified. "May I come inside?"

"Uh, yeah," Emma opened the door all the way and motioned Regina in.

Closing the door, Emma felt hands on either side of her face and suddenly her back was flush against the door. Regina's lips crashed onto hers in a frenzy. Emma was stunned at first but finally reacted by grabbing her hips and sliding her tongue into the professor's mouth.

Regina pulled away, "I should have stayed the other night,".

Emma smiled and kissed her again quickly before leading her to the bedroom. "Come here."

Once they got to the bedroom, Emma turned around and forcefully kissed Regina. Hands instantly began to explore bodies in a frenzied mess. They touched each other everywhere possible on top of their clothes before Regina pushed Emma backwards onto the bed. She crawled on top of the blonde and pinned her arms above her head.

Regina smirked as she studied the sight underneath her. "You're beautiful."

Emma blushed, "So are you,".

Regina took off her dress to reveal a dark blue lacy bra with matching underwear and a chiseled stomach. Emma moved her hands to touch the soft skin but Regina quickly pinned back her hands.

"Not yet, dear."

She leaned down and left kisses from her earlobe to her neck, to her collarbone. Pulling the blonde into a sitting position, she discarded her shirt. However, she underestimated Emma's strength and found herself lying on her back.

Emma smirked, "You can't always be in control,".

She unclasped her bra and let her breasts brush against Regina's skin as she leaned down to take Regina's off. She inhaled sharply at the sight of the gorgeous, half-naked professor underneath her.

"God, you're so sexy."

The blonde leaned down to kiss Regina all over. In doing so, she began to grind their hips together. Regina matched her thrusts and her fingers clawed at Emma's back trying to get them closer together.

After a few minutes of teasing, Regina was desperate for more. She removed Emma's pants and both of their underwear.

Desperate to find out how she tasted, Emma began to work her way down to the source of Regina's heat.

Regina was pleasantly surprised when she felt long, slow licks and she cried out. Grabbing Emma by the hair a little bit, she pulled her even closer to her and began to mumble obscenities. It didn't take her long to approach the edge. Crying out Emma's name, Regina came harder than she could ever recall.

Emma crawled up to lay beside Regina and she smiled. "You even taste perfect."

Regina blushed as she trailed her fingers from Emma's breasts to her dripping, wet center.

"Mmm, I take it you really enjoyed doing that," she moaned into Emma's ear.

All Emma could do to respond was nod and groan. She craved Regina's fingers everywhere and soon enough the professor did exactly that. She brought Emma right to the edge then pulled back just enough to drive the blonde crazy.

"Fuck. Regina, please."

"Please what, dear," she teased as she nibbled at her ear.

"Please make me cum."

"Well, when you ask so nicely," she brought the blonde back tot he edge and didn't stop this time. She felt Emma cum around her and moaned along with the blonde, relishing in the feeling.

They both collapsed, breathing heavily. Emma leaned over to kiss Regina and she felt a hand on her chest holding her back.

"Remember, dear. This is not a relationship. It is just sex."

Emma rolled her eyes. "Yeah, I know. Just shut up and kiss me."

They might have agreed on it not being a relationship but that didn't stop Regina from spending the night.


	7. Chapter 7

**A/N: **You are all amazing! This chapter is definitely rated M. Review, review, review, please :D

* * *

**Chapter Seven**

The next week came and went with Regina and Emma finding any and every opportunity to be alone together. The current predicament they found themselves in was in Regina's office in between classes.

"Emma. I. Need. To. Get to class," Regina tried to say in between all of the kisses that the blonde kept peppering her with.

"Mmm, fine. But I have one request."

"And what is that, dear?"

Emma looked up at Regina with doe eyes. "Can we see each other tonight? Maybe have some dinner?"

The older woman licked her lips before responding, "Sure, why don't you come over to my place around seven. I will feed you so that you have enough energy for what I have planned for you tonight,".

The blonde swallowed as she felt a tingling sensation course through her whole body. "Okay. Will you text me your address?"

"Of course. Now I really must be going. I look forward to seeing you tonight." Regina placed a kiss on Emma's cheek before walking out of the office with Emma.

After they parted ways Emma was hit with a sudden realization.

_Shit. I've never been to her place before. I'm not fancy enough to go to wherever she lives._

Her phone beeped with a text from Regina.

_Fuuuck. Of course she lives in the Upper East Side. I'm gonna need some help._

She quickly typed out a text to Jefferson so that he could meet her at her apartment.

_Thank god my last class was cancelled so I have more time to get ready._

* * *

"Emma! Sit still or I will rip out your hair."

Jefferson tried to curl Emma's hair for her but the blonde refused to sit still.

"I'm sorry! I'm just anxious," Emma mumbled as she chewed on a gummy worm and kicked her feet back and forth.

"Why are you so nervous? You've slept with her already."

"Yeah but I've never been in her territory. Well I mean I've been in her classroom and office but not in her _personal_ territory. Like her _house_," Emma looked up at him with a 'duh' expression on her face.

"Well, so? She obviously likes you and I'm guessing not for your stuff."

"Jeez, thanks, Jefferson. Anyways, I've already told you it's not like that. We're just fucking."

Jefferson rolled his eyes, "Yeah, right. Keep telling yourself that, Swan,".

Emma looked at him confused, "What are you talking about,".

"Em, you have never asked for help getting ready for a girl since, well, ya know. You know you're hot and you've never needed me," he smirked.

It was Emma's turn to roll her eyes. " Yeah yeah, whatever. I'm just not good at looking fancy and you're the fanciest person I know." She gave her best friend a kiss on the cheek to deter him from discussing her apparent love for Regina.

"What are you guys doing tonight besides sex anyways?"

"I asked her if she wanted to have dinner and then she texted me later saying that dinner will be ready at her place when I get there," Emma shrugged.

"Please let me come with you. I just want to see her and her house."

"No way!"

Jefferson whined, "C'mon! You know how much I want to be one of the 'Real Housewives of New York City',".

Emma laughed and playfully shoved him. "Maybe if you're lucky Avery's family will live in the Upper East Side."

"They don't, they live in Jersey. You_ know_ I can't be one of those housewives, they're crazy," he frowned.

"Oh and like the rest of them aren't crazy too," she joked with him.

"Ha. Ha. Now stand up and check yourself out. Your hair is done."

Emma stood up and her usually messy, curly hair was now put up in an elegant bun with a small, curly strand hanging down on each side.

"Oh my god, Jefferson. You're amazing."

He had to swat her hand away from messing with her perfect hair.

"It helps that I have an amazing model," he winked at her.

Jefferson even did her makeup: some smokey eye shadow and just a touch of blush. She already so beautiful she hardly needed any makeup. She donned the epitome of the "little black dress" and paired some black ballet flats to keep some level of comfort.

Emma let out a deep breath. "Okay, I need to get on the subway before I'm late. Thank you _so_ much for helping me."

"Of course. Now go sweep her off her feet. Literally. And I want every detail."

* * *

The young blonde kept her headphones in the whole ride to her professor's lavish brownstone. Hoping to calm her nerves down and drown out her thoughts of her relationship with Regina, she tapped her feet incessantly on the floor. She knew she probably looked ridiculous for mouthing the words to some of her favorite songs but she didn't care. It was the only thing keeping her from going insane.

_Is this a date? I'm all dressed up- way more than usual. But we're not going out anywhere. No, this can't be a date. She doesn't want to date me. Hell, I don't want to date anyone right now. I'm busy with school and work. She's busy too._

Emma's eyes widened as another theory popped in her head.

_Oh my god. Does this make me her whore? Or a hooker without getting paid? God, Emma. Just buck up and ask her. Ugh no way, she's too intimidating with her regalness. And I'm not ready to lose whatever this is just yet._

She leaned her head back as best as could without messing up her hair and closed her eyes, losing herself in the music for the rest of her subway ride.

* * *

_Holy shit._

Emma's eyes scaled the large brownstone as she gained the courage to walk up the steps and ring the doorbell. Her finger pressed the cool button and she could hear the elegant sound from the outside.

_Even her doorbell sounds fancy._

Regina came to the door with a sly grin on her face.

"Well hello, Miss Swan. Have you dropped by to turn in a homework assignment?"

"Why, yes, I have. But this assignment is one I'll have to perform for you."

"Oh, well do come in then, dear," the professor smirked.

As Regina closed the door Emma took in the sight of the woman before her. Her eyes raked from her black heels up to her dark blue dress that left almost nothing to the imagination. Eyes lingered on the cleavage that led to the perfect breasts that Emma knew were underneath that dress. Finally, she settled on dark brown eyes that were surrounded by equally dark hair that looked immaculate.

"You look gorgeous."

Regina blushed, "So do you. I'm surprised to find out that you own a dress,".

"This old thing," Emma joked.

She walked up to the older woman and pulled her into an embrace before giving her a quick kiss. When they separated, she took the opportunity to examine what she could see of Regina's house.

_Wow. I don't think I could afford a single thing in this room._

Emma heard a chuckle and then, "Really, dear,".

"Oh shit, did I say that out loud?"

"It is quite alright. Shall we go eat dinner?"

Regina led Emma to the dining room where a dinner of fettuccine Alfredo and assorted vegetables were placed at their seats. In true romantic fashion, Regina had lit candles on the table for them.

"Regina, your house is gorgeous. It's battling you for first place," Emma said as she took her seat.

"Thank you," Regina blushed. She was used to getting compliments but she rarely actually cared about the person giving them, whether or not she would admit to caring for her student.

They made small talk throughout dinner, sharing little random facts about themselves. Both were careful not to reveal too many intimate details in order to keep their hearts guarded.

When they finished their meals Regina walked up behind Emma to clean her plate. Leaning over, she gave Emma's ear a quick lick to prepare her for what was to come next.

The blonde shivered and followed her professor to the kitchen. Snaking her arms around the petite waist, she started placing soft, slow kisses along the back of Regina's neck.

The older woman leaned back into Emma, craving something more rough. She spun around and crashed her lips into Emma's, forcing her tongue in the blonde's mouth. Emma moaned into the kiss, tasting the wine on Regina that they had with their dinner. As their kisses became more frenzied and desperate Emma picked up the smaller woman. Regina was surprised at her strength when she found herself pressed up against the counter and resting on the blonde's hips. Spreading her legs, she wrapped them around Emma's waist and pulled her closer.

Emma unzipped Regina's dress and roughly grabbed one of her breasts. She was pleased to find out that she wasn't wearing a bra and her nipples were already hard with arousal.

Regina couldn't wait any longer so she hopped off the counter.

"Let's go upstairs."

She led the younger woman to her spacious bedroom. Her bed was huge and inviting. Emma thought to herself that she had never been in a bed as big as this one.

"I got you something," Regina started as she walked over to her walk-in closet.

"Y-you did?"

Regina disappeared inside for a minute before returning with something that Emma definitely had not been expecting.

"Now, I bought this for you to use on me but only if you're comfortable with it."

Emma's jaw dropped open as she walked up to her professor holding a strap-on.

"You want me to put this on and fuck you with it?"

"Only if you're comfortable with it."

Emma paused for a moment, swallowing hard. She took the toy and looked it over.

"I've never used one before. How will I know what to do?"

Regina leaned in closer to Emma. "Oh, I think you'll figure it out fast enough, dear. I will be there to guide you along the way." She trailed her fingers up Emma's thigh underneath her dress.

The blonde felt an immediate wetness between her legs and her stomach roared with butterflies.

"Okay, give me a minute." Emma went to the bathroom to put it on.

When she came back into the room she saw Regina on the bed, completely naked.

"Wow."

"Dear, you've seen me naked before."

"Yeah but I swear you get hotter every time."

Regina chuckled before motioning for Emma to come to the bed.

"Well I think that appendage looks hot you."

Emma awkwardly climbed on top of Regina and began kissing her all over. She got all the way down to her thighs before it registered to Regina what she was doing.

"Emma, what are you doing?"

The blonde smirked up at her, "I need to get you nice and wet before we do this,".

Regina moaned an acceptance before her head disappeared into the pillows. Emma got to work and it only took a few minutes for Regina's hands to pull the blonde hair free from the bun and closer to her. She desperately did not want to stop tasting the older woman but she wasn't ready for her to unravel just yet. So she stopped at the worst point for Regina, causing her to protest.

"No, Emma. Why did you stop?"

"This wasn't what you had in mind for tonight, Professor," she said as she crawled up to the woman.

Regina felt a flutter in her stomach every time the blonde called her by that title.

"You are correct, Miss Swan."

Regina wrapped her legs around the small, yet strong, woman. Pulling her close so that the toy started entering her, she gasped loudly.

"Is this okay," Emma asked while she guided it the rest of the way in.

A muffled yes was murmured into Emma's hair as she kissed the older woman's neck.

Using her legs, she thrust Emma into her harder and faster. The blonde leaned up, grabbing Regina's hips and used them as an anchor to move her own hips harder. The base of the toy hit her clit every time she thrust entirely into Regina. She felt hands on her arms, nails digging into her with painful pleasure.

"Emma, don't fuck stop," Regina demanded.

The blonde didn't protest, she only went faster and harder. Her hair fell over her shoulder and brushed back and forth against Regina's chest. She was about to explode but she wanted Regina to do it with her. So she placed her thumb on the brunette's clit and brought her to a borderline screaming orgasm.

When they finally calmed down a little bit, Emma pulled out of Regina and removed the toy. Collapsing next to the professor, she stared at a glistening face.

"Did I do okay?"

Regina turned to the blonde, "Dear, I have cum dripping down my legs. You did perfectly,".

Emma smiled to herself before Regina climbed on top of her. Apparently she was ready for more.

* * *

Thirty minutes later, both women were exhausted. Without putting on any clothes, they silently agreed that Emma would be staying the night. Emma rolled Regina on her side and wrapped an arm around her waist. The older woman couldn't remember the last time she cuddled with anyone, clearly out of her comfort zone. As she felt Emma's breathing even out she didn't want to wake the girl by pushing her away. So Regina allowed Emma to remain close to her. As much as she didn't want to admit it, it felt amazing to be held as she fell asleep.


	8. Chapter 8

**A/N: **So this is where a little of the angst I talked about comes in. Just bear with me and I promise you won't be disappointed :)

* * *

**Chapter Eight**

It was currently Sunday morning and Emma hadn't seen Regina since she spent the night Friday night. She longed to see the woman who constantly invaded her thoughts but she was scared to seem clingy. They both made it clear that they didn't want anything serious out of their relationship but Emma knew her feelings went deeper: she could only hope that the other woman felt the same. So she sent out a seemingly casual text message to her.

**Emma: Hey, Regina. I'm gonna get coffee from the place we usually go to. Want to meet me there and hang out for a bit?**

She only needed to wait about five minutes for a response.

**Regina: That sounds lovely. Give me an hour?**

**Emma: Of course. See you soon xx**

The student packed up her backpack with a little bit of homework to work on while she waited and she headed over to the coffee shop.

* * *

As hard as she tried to, Emma just could not focus on her homework.

_I feel like my heart is gonna fall right out of my butt._

She went over and over in her head what she wanted to say to Regina. The blonde knew she couldn't keep playing this game with her professor anymore. She was either going to be in it one hundred percent or not at all. As much as she dreaded Regina breaking them off, Emma couldn't risk getting her heart broken all over again.

Emma couldn't let someone so close to her heart since she dated Danielle. They dated for almost a year and a half starting Emma's freshman year of college. She was a sorority girl and a friend of Jefferson's. They hit it off right away and were seemingly deep in love. Emma thought she was going to spend the rest of her life with Danielle. Until one day when she walked in on her girlfriend fucking someone else. It was one thing to be cheated on, it's another to be cheated on _and_ see the whole thing. The worst thing for Emma was that Danielle never apologized or fought for her. The only explanation she had was that Danielle had found someone else and wasn't sure if she ever actually loved Emma.

No one ever fought to keep Emma in their life. None of her lovers and none of her foster families. She constantly felt as though she was being tossed aside like trash and was only second best. She wanted to feel like someone's number one, especially Regina's. The blonde couldn't help after all this time but to still believe in fate. There was a nagging feeling in her heart that her and Regina were meant to be together. She could see them being great together. All she needed to do was to convince Regina that she was right. Emma was on the verge of giving her heart over and Regina had just a finger on it so far.

Just at that minute the professor walked in and took the air right out of Emma's lungs. Wearing jeans and a dressy blouse, she looked just as gorgeous as ever. When Regina spotted Emma she beamed and joined her at the table. She felt herself having to physically restrain herself from kissing the blonde. The realization of being her professor while hooking up with her student set in when she remembered how close to campus they were.

"I've missed you," Emma said as she brushed a finger over Regina's hand.

"Dear, you just saw me the other day."

"So? I still can't miss you?"

Regina giggled, "Yes, I suppose you can. I've missed you as well,".

They sat for a moment and smiled before Emma spoke up, afraid to lose the courage to voice her concerns.

"Listen, Regina. I asked you here because I wanted to talk to you about some things."

The older woman let out a sigh, fearing what the blonde wanted to discuss. "I wondered when this would come about."

"I love spending time with you. You are gorgeous, exciting, intelligent, intriguing, and so much more. I would love to ignore everything I'm feeling and stay in our little bubble but we both know that it can't last forever. Over the last few weeks I have completely fallen for you. I can't go on having just pieces of you, Regina. I need all of you."

Regina looked down at their hands that had at some point become a tangled mess. For the first time in a long time, the intelligent professor was speechless.

"I know what I'm feeling isn't one sided. As much as neither of us like to talk about our feelings, sometimes we have to. And who better than someone who understands you?"

"Emma, I'm sorry. I just don't feel the same as you do," Regina looked up and saw tears forming in the blonde's eyes.

"We agreed that this was strictly sex, no feelings attached. I kept my end of the promise."

"I know but you- I didn't mean to but some how you pushed your way through into my heart. I think we could be good together," Emma was fighting back the urge to straight up sob.

"I'm not so sure about that. Look, Emma, it's not you. I don't date anyone. Also, I am still your professor. Sex is one thing, a relationship would be crossing the line."

"Regina, don't you think it's a little too late to discuss 'crossing the line'?"

The professor removed her hands and placed them in her lap. Feeling the start of the sting of tears in the back of her eyes, she fought harder than ever to keep them at bay. If she ever felt that there was a time to mask her true feelings, now was it.

"Maybe I got ahead of myself and too caught up in this," Regina started.

"Don't you think it to ourselves to at least try this," Emma interrupted.

"No, Miss Swan. I'm afraid I will never be able to give you what you're looking for. You really deserve better than me. There is some woman your age out there that you are going to make extremely happy one day. Unfortunately, that woman is not me."

"Do not start with the formalities, Regina," Emma failed to realize that the tears slowly started flowing down her cheeks. "How long are you gonna keep telling yourself that you can't open up and be honest about your feelings? I'm not just some random friend. You _know_ we connected. I know you feel the same way I do."

"We may have connected but not on the level that you wish we did. I really just can't be the person you want me to be."

"Regina, I don't want you to be anyone but yourself. And I know that you've been yourself around me ever since we met." Emma took her hands once again. "Listen, I know you're scared- I am too. But we can figure this out together."

Regina snatched her hands away again, her face hardening.

"Emma, I am not who you think I am in your imagination. I am truly sorry for misleading you but this cannot continue any longer. From now on we will strictly have a professional relationship."

And with that she picked up her belongings and left, leaving the blonde to her lukewarm coffee and tear stained face. The way Regina saw it, it was easier to walk away having the blonde hate her. She succeeded in hiding her own tear streaked face since she left right before the water works began. As much as she didn't want to admit it, she knew she couldn't live in this fantasy world with Emma forever.

The brunette took a taxi back to her house across town. The ride seemed like it took forever since she was alone, faced with her thoughts and emotions. Everything Emma had said to her had been one hundred percent true. But Regina could never admit that. She had worked so hard for so long to build the walls around her heart. She couldn't tear them down just for one of her students she was fucking, could she? The more she kept trying to tell herself that Emma was no more than a means for sex and decent company, the less she believed it.

Even if she agreed to everything the beautiful blonde had said and offered her how long would it last for? Regina couldn't commit to anything for more than a few weeks at that. She told herself that she was saving Emma from worse heartbreak down the road. After everything that's happened to her in the past she wasn't so sure whether or not she believed in fate. Why should she invest so much time and emotions in something- or someone- that most likely wouldn't last. It was just a matter of time before Emma saw all of her insecurities and ran away from her. No one else had bothered to stay in her life or try to fight for her when she kicked them to the curb after a night of sex. No one could handle Regina Mills, why was Emma Swan so sure that she could?

_Have I just made the biggest mistake of my life?_

She spent the rest of her cab ride reading through her old text messages with Emma like a broken-hearted high schooler.

* * *

Emma stood in her shower with scorching hot water running down her body. The temperature of the water numbed her skin and it was as close as she could get to numbing her heart. She sobbed and let the tears burn her eyes until she couldn't stand it any longer.

Getting out the shower, she tried her hardest to numb her mind. So she picked up the full bottle of vodka she thankfully had lying around and sat herself down on the couch. Turning her TV on to some crappy show, she began to drink. Emma didn't care that she had an early class in the morning. She had always been the perfect student, didn't she deserve at least one break? Already through a fourth of the bottle, she picked up to her phone. The blonde tortured herself one last time by reading her texts with Regina. As soon as she got to the end she made herself delete her professor's number from her phone. She was just burned once by this woman, she would not allow it to ever happen again. Was fate a real concept? She wasn't so sure anymore. One thing she was sure of though, was that it would take her an incredibly long time to get over Regina.


	9. Chapter 9

**A/N: **You guys are awesome! So just bear with me in this chapter: I am introducing someone new but they will be gone by the next chapter (I think). My entire goal for this story is 100% Swan Queen so don't worry :)

Thanks to MagicMirrorSeesAll91 for sparking the jealous Regina in this chapter :)

As always, let me know what you think!

* * *

**Chapter Nine**

Music had always been Emma's way of escaping. It was only natural that she found herself belting out the words of "Dont'" by Ed Sheeran while she cleaned her apartment. It was a week after Regina had cut things off and the blonde was still bitter about it. Somehow, holding her Swifer to her mouth like a microphone and singing the harsh words made her feel a little better.

"Don't fuck with my love, that heart is so cold"

She danced and couldn't help but replay the past week's events (or lack thereof) in her head. Emma attended Regina's class as usual, homework done perfectly. They didn't speak a word to each other and they never made any eye contact. Each woman examined the other when she wasn't looking but that was the extent of their care. Emma tried her hardest to not give a shit how the professor looked or what she was up to but her mind kept memorizing Regina's outfits hugging her body and she constantly wondered what she was doing. She hoped that Regina was thinking about her just as much but she doubted it.

_There's no way she cares as much as I do or as much as I thought she did. If she did, she wouldn't have left._

Of course she had contemplated not showing up to Regina's class at all but she didn't want the professor knowing just how bad she had been hurt. Emma Swan had never been a coward and she wasn't about to become one right now. Slacking off wasn't really an option either, so she braved it and went to class. Her facial expressions remained neutral so no one thought anything wsa off. After many years of being rejected by nearly everyone Emma learned perfectly how to mask her emotions. She just kept telling herself that she would be over the brunette any day now and that she was much better off without her. Too bad in the back of her mind she didn't actually believe it.

There was a pounding on her door trying to be heard over the blaring music. Emma felt a flutter as she hoped it both was and wasn't Regina.

She couldn't help but feel a little disappointed when she saw that it was Jefferson.

"Oh, hey, Jefferson."

"Nice to see you too, Em," he said as he pushed his way inside. "You haven't been answering my texts or calls so I figured I'd come over to make sure you're still alive."

"Sorry, I've just been really busy lately. You know with school and work." She led the over to the couch.

"Oh yeah, between school, work, and fucking your professor I can see how you'd forget about me."

"Can we please not talk about Regina?"

Jefferson could read the sadness all over her face. "Emma, what happened?"

She looked away, afraid she would cry if she started talking about it.

"Nothing. How's everything with Avery?"

"Nonexistent. He cheated on me with one of his frat brothers. Well I guess we weren't exactly exclusive but it was basically implied that we were."

"I'm so sorry, Jefferson," Emma soothed as she patted his back.

"Whatever, fuck him. I deserve better anyways."

She offered him a sincere smile. "You definitely deserve better. I mean we both do. We are great people and deserve partners who are going to love us and want to be devoted to us."

He cocked his head and put a hand on Emma's knee.

"I'm guessing things ended with you and Regina and you're not the one who ended them."

She looked down at her lap and slowly shook her head.

"I put too much into it and fell too hard. I thought she wanted me back."

"Oh, Em."

They hugged each other and spent some time in silence until Jefferson broke it with an idea.

"Should we have a dance party or play 'Call of Duty' and kill some things?"

"Definitely kill things," she replied gratefully.

They turned on Emma's PlayStation and challenged each other. While Emma didn't usually like to play such violent games, they did give her some sort of temporary release. They continued to play and numb their minds and feelings for the next few hours.

* * *

Uptown, Regina was at a bar with Rose. She was conflicted because she wanted anything to get her mind off the blonde but she also wanted to be in her bed kissing her right now. She gave Rose the rundown on what happened and her best friend insisted that she needed to go out and get over Emma. Regina tried to convince Rose (and herself) that there wasn't anything to get over, but she failed miserably.

"If you miss her so much why don't you just go over to her place?"

The professor had been staring at her drink all night, paying no attention to anyone around her.

"I don't miss her. I never said I did."

"You didn't have to. There have been three guys and one girl try to buy you a drink tonight already and we've only been here for thirty minutes," Rose smirked knowingly.

"I simply wasn't interested in any of them."

"Yeah because you're interested in your student."

"Can we just talk about anything else, please," Regina sounded desperate.

Rose smiled, "Sure. There's a guy behind you that's been watching you since we got here. I think he's dying to talk to you,".

"I just hope that he doesn't die right beside me."

Rose feigned surprise, " Oh my god! Did the great Regina Mills just take a stab at a joke,".

Regina just rolled her eyes and smiled in return. Trying to prove a point, she spun around and set her sights on the rich looking guy who was checking her out.

"My friend told me that you've been watching me. What's your name?"

His eyes widened at the forwardness. "I'm Tom. What's your name?"

"Regina," she stuck out her hand so that he could shake it.

They exchanged a few pleasantries before Regina zoned out. This was so out of character for the regal woman. She was always polite and interested in every conversation she held, even if she wanted to get out of it. All she could picture was Emma talking passionately about anything/everything, the way she sang that silly song to her, and the way she kissed with those soft lips. She failed to realize that Tom had been trying to ask her a question for the past minute.

"Regina?"

"Oh, yes? Sorry."

"I was just asking if you'd like to go out to dinner sometime with me."

"I am sorry but I'm not really available," Regina responded. It wasn't necessarily a lie. She might have cut things off with the blonde but she knew that her heart didn't agree with her actions.

He gave her a small smile, "Well he is a very lucky man. I hope he knows that,".

She frowned, "I think I need to convince her. But thank you,"

Rose came back over to her friend when she saw the man leave.

"How'd it go?"

Regina shot her a look which screamed 'what do you think'?

"Yikes. Well let's get you another drink then," Rose put a hand on Regina's in attempt to soothe her.

They spent the rest of the evening drinking and talking about anything to get her mind off of her student.

* * *

Emma and Jefferson laid in the blonde's bed as they had done many times before.

"You know I have this friend in one of my acting classes and she was asking about you."

"Really? Who is it and what were they asking," Emma was curious.

"Her name is Annie and I was telling her about some adventures with my _awesome_ best friend and was showing her some pictures. She asked if you were single and I told her not really and she seemed disappointed."

It took the blonde a minute to respond. "Is she cute?"

"Would I even be telling you about this if she wasn't," he teased. "I could give her your number and you could just hang out with her. Take your mind off things and I don't know, see where things go."

Emma mulled it over in her head for a moment.

"Okay, why not?"

"Really," Jefferson remarked.

"Yeah, I mean what have I got to lose? Who knows, maybe I could get a new friend out of this."

"Or more," he nudged her in the shoulder.

"Don't push it," Emma laughed.

Shortly after their conversation, Emma fell asleep to thoughts of all the future possibilities.

* * *

The next day, Emma received a text message from an unknown number. Turns out it was Annie from Jefferson's class. They texted back and forth all day, getting to know one another a bit before Annie worked up the nerve to ask Emma out. Emma agreed, making it clear that it was just to meet and get to know each other better. They decided on a small coffee shop that Emma had never been to on Friday night. The blonde was nervous but excited to have something to look forward to after all the letdown from Regina. All she had to do was make it through two of woman's classes this week.

* * *

It was almost time for Regina's 'Women In Politics' class to end on Thursday and Emma thought that she was going to escape without talking to the professor once again.

"Miss Swan, I'd like to see you after class for a minute, please."

Regina had an unreadable look on her face and Emma felt a lump form in her throat and butterflies in her stomach.

The blonde made her way up to the front of the classroom and thought that she was going to puke.

"You wanted to see me?"

Regina gave Emma a soft smile before replying.

"Yes, thank you. I just wanted to let you know that I am hosting another department event tomorrow night and thought you could benefit from attending."

"Oh, I already have plans tomorrow night. Thanks though, maybe next time."

The look of disappointment on Regina's face didn't go unnoticed.

"Well in that case, I hope you and Jefferson have a good evening."

Emma wanted to push the limits at Regina's assumption. "I'm not hanging out with Jefferson. I have a date."

The brunette gulped, "Oh? I'm sure you'll have a _lovely _time then. Although I would have thought school was a priority for you,".

Emma replied smugly, "Regina, do you have a problem with me going on a date,".

"Of course not. Why would that bother me?"

Her cheeks flushed and her palms were sweating.

The blonde took a step closer. "I don't know. You were the one that broke things off between us and told me to find someone else."

"Yes, I did. I'm glad to see you've taken my advice with at least one thing."

"Sure you are."

Regina quickly grabbed her belongings before excusing herself. "I really should be going. I need to prepare for my next class."

She pushed her way past Emma before she could protest.

Part of the blonde felt good for finally gaining the upper hand but the other part felt horrible and wanted to run after her and hug her. All she did though was leave the room and wondered what would happen next between the two of them.

* * *

Regina made it up to her office and slumped against the door after she was inside. She finally understood why she felt so jealous, upset, and let down. Regina Mills was falling for Emma Swan. She wasn't sure exactly when it happened but it hit her like a train all in that moment. A single tear fell down her cheek as she felt Emma drifting away from her. She let herself grieve with only that one tear before she gained her composure and masked her feeling once again.

It scared the complete shit out of her but she internally decided that she needed to take a risk. She finally came to believe that she was deserving of love and couldn't keep living her life scared of it. Especially when it was being offered by Emma Swan. Regina didn't have a clue where their relationship could take them but Emma was right: she owed it to both of them to give it a chance.

_It is going to take so much work but I am going to win back Emma._


	10. Chapter 10

**Chapter Ten**

Emma came home from her classes Friday evening to a surprise at her front door. She bent down to pick up the flowers and looked for a card to tell her who they were from. There wasn't any card, it was just a bouquet of purple Lilacs. The young woman had never received flowers from anyone before so at first she wasn't quite sure how to feel about it. Ultimately, she decided it was a sweet gesture.

_They're probably from Annie because of tonight. That's actually really sweet._

She looked around the kitchen for a makeshift vase, finding a pitcher that was usually used to hold alcohol at parties she had hosted. Smiling, she left the flowers on the coffee table in her living room. There were still a few hours left until her date so she decided to take a nap until it was time to get ready.

* * *

Old photographs made their way out of dusty boxes and onto Regina's dining room table. The last time they had been looked at was many years ago. She never had the desire or courage to relive her past. Ever since she ended things with Emma and came to terms with her feelings, she had an urge to work past her issues. The brunette knew exactly why could never commit to anyone: she was terrified that she would be abandoned yet again. Neither her father nor Lea purposefully left her, but she no longer had them. She wasn't so sure she could handle it if someone else she cared so deeply about got hurt or left.

Seeing the wide and honest smiles in her old pictures reminded her of how happy she used to be. A small smile was forming on her face at all the good memories that came flooding back to her. She thought to herself that if she just opened up and had a little faith in herself and other people, she may get back some of her sincere joy. Taking a deep breath, she understood that it would take a lot of patience and hard work from both parties but she was willing to put in the work if Emma would agree to it.

Regina cleaned up her photographs, she had enough of going down memory lane for the night. The woman desperately wanted to talk to Emma but she had a department event to get to. She also of course remembered that Emma had a date that night. Her heart wrenched at the thought of the gorgeous blonde with someone else but she had never been one to meddle in other people's business. The worry didn't get to her too much because she knew she shared a special and strong connection with Emma, way more than she had with this new girl.

The professor made her way upstairs to freshen up before her obligation. She forced herself to think about anything other than the possibility of somebody else getting the chance to kiss the perfect lips that belong to Emma Swan. Putting a finger to her own lips, she could still feel hers on them.

* * *

Emma arrived at the coffee shop right on time. She looked around the store until she found the face from a picture Jefferson had showed her. A smile graced her face and she approached the woman.

"Hi, I'm Emma," she put out a hand to shake a greeting.

"Hi, Emma. It's nice to officially meet you, I'm Annie."

The woman was close to Emma's height with tan skin and long, brown hair. She was definitely pretty but Emma was already comparing her attributes to Regina's. Annie had an athletic build, fit like Regina but she lacked the curves that drove Emma wild.

They went to the counter to order their drinks. Emma got a peppermint mocha to prepare for the oncoming chill of October in New York. Annie ordered a blended green tea drink and Emma couldn't help but cringe.

_Regina would __**never**__ order anything like that._

Their "date" started and they just tried to get to know each other. It felt like they had been there for two hours but when Emma pulled out her phone and checked the time she noticed only thirty minutes had passed.

"Oh, I forgot to thank you for the flowers you sent to my place."

Annie appeared puzzled, "Flowers? I didn't send any flowers,".

"No? Oh, well I wonder who sent them. Sorry."

"It's no problem. So where exactly did you grow up?"

Emma groaned inwardly at the question. She didn't want to explain her complicated and sad childhood to this girl she barely knew. There was absolutely nothing wrong with Annie but she didn't connect with her. So she faked a stomach ache and ended their get together early. They awkwardly hugged before the blonde walked back to her apartment.

_She was super nice and pretty but she didn't take my breath away like Regina does. I need to just get over her because she's not gonna come back to sweep me off my feet. I guess I'm just not ready to see anyone else in that way right now. Ugh I just miss watching the way she talks so passionately about everything. And when she says some words when she gets excited you can hear a hint of a Spanish accent. It's so sexy, __**she's**__ so sexy. Fuck, I need to stop._

When the young woman got inside she couldn't help but stare at the flowers. They were so beautiful and unlike anything she had ever received. She came to the conclusion that they must have been delivered to the wrong address. Too bad they didn't have any note with them so she could give them to their rightful owner.

She spent the rest of her evening lying in bed trying to work on homework.

* * *

Saturday morning arrived and Regina Mills found herself to be a little clumsy. The dignified woman was never clumsy unless she was nervous and today her nerves were shot through the roof. She was trying everything to calm herself down but nothing seemed to work. It was only 11 am and she had already tried grading papers and lesson planning, now she was cleaning her entire house. Everything was being scrubbed down to spotless perfection. Regina scrubbed the spots out of everything, hoping it would simultaneously scrub the spots out of her life. Of course, she wasn't that daft to believe it could happen. But maybe she'd be able to think about her situation better with a spotless house. A loud groan escaped from her mouth for the third time in a row.

Her cellphone was in her kitchen and she walked over to retrieve it. Leaning against the counter, she thumbed through her contacts until she settled on Emma's name. She stared at the letters and admired the way they came together to form the most beautiful name she had ever spoken.

_Just text or call her already. But she's probably deleted my number or will just ignore me. I would do the same if I was her._

The woman couldn't sit still anymore so she decided it was finally time to take a risk. She put on a cardigan and left her house to hail a cab.

* * *

About forty minutes later, Regina stood outside of Emma's door with two coffees in her hands. She had to keep reminding herself to breathe she was so scared.

_What if she tells me to leave? What if she's not even home? Maybe this was a ridiculous idea._

She turned around and was about to leave when another voice popped in her head to give her a pep talk.

_Oh, come on! You're Regina Mills. You are incredible and Emma is the kindest person you have ever met. Don't set her out to be like every other person who has wronged you._

Taking a deep breath, she turned around and knocked on the door before she could run away. There was some shuffling around inside and Regina heard a yelp after what sounded like Emma stubbing her toe on a table.

The door opened to reveal a disheveled Emma with wide eyes once she noticed who had knocked on her door.

'R-Regina. What are you doing here?"

The older woman held out one of the coffees to the blonde.

"I brought you some coffee."

Emma eyed then cup and then proceeded to take it.

"Thanks. Do you want to come in?"

There was a hesitation from the brunette, "Yes, please. Thank you,".

She entered the apartment and they awkwardly stood in silence, sipping their coffees.

Finally, they both spoke up at the same time. They gave each other an awkward smile before Emma tried to again.

"You go first."

"Okay, thank you. I want to tell you how sorry I am." She eyed the room, her nerves making it hard to focus. Her sight landed on the vase of purple Lilacs on the coffee table.

'Oh! I see you liked the flowers I sent."

Emma's mouth opened when she finally connected the dots.

"You sent me these?"

"Yes, dear. Purple Lilacs. It may be silly but they represent how I feel about you right now. They symbolize the first emotions of love. That is actually why I'm here."

Emma felt the familiar butterflies flutter around in her stomach and her whole body grew warm.

"Uhh, okay. Umm do you want to sit down?"

She led them over to the couch and noticed how carefully and gracefully Regina sat down.

"So, as I was saying. I am really sorry for the things I said to you and the way I treated you."

"You are," Emma looked up at her with surprise and hope in her eyes.

"Yes, truly. The truth is, I didn't mean any of it. Emma, I am not the easiest person to talk to."

The blonde gave a small chuckle, "Yeah, I got that part,".

Regina shot her a look and an eye roll.

"_Anyways_, I don't put my trust in a lot of people or open up very easily. As soon as I walked out of that coffee shop I regretted everything I said. It's just that you are the kindest, funniest, and most beautiful person I have ever met. I wasn't so sure how I would be able to handle it if you broke my heart. Then I realized that I was the one doing the damage to my heart."

Both women's eyes were filling up with tears and Regina took Emma's hand.

"Emma, you were right. We do owe this to ourselves to try this out. We will definitely need some ground rules though since you are still in my class."

"You've already thought about what it would be like if we date?"

"Of course. You see I haven't felt this way for anyone in a very long time. I love spending time with you and I would love it if we could see where this goes. That is if you'll still have me."

Emma smiled at the professor with gleaming eyes.

"Regina, I have waited for you to say this to me since you walked away from me. I don't love or open up easily either. If we're going to do this then you need to work with me. I'm sure it will be difficult and frustrating at times but we can do it if we work together."

"You're willing to give me another chance?"

"Of course."

Emma quickly leaned in and took Regina's face with her hands. Their lips crashed together and the familiar taste of each other came rushing back. Butterflies were at work full force in both stomachs and their kisses became more frenzied. Their hands were all over each other before Emma pulled back.

"What were those ground rules you had in mind?"

"Oh, yes. Well we can continue this if you'd like and then discuss them afterwards. How does that sound?"

Emma shot her a mischievous grin before picking up the brunette and taking her to the bed.

"Let's definitely finish this first."

Regina let out a yelp and giggled. Finally happy that she took a risk.


	11. Chapter 11

**A/N: **So this story is starting to wind down. I think there will be about 4 more chapters. If you have anything in particular you want to see happen here, feel free to tell me in a review or a pm :) Thank you again for all of your interest and support in this story. It is by far my favorite that I have written.

Side note: I am going to be writing another SQ story immediately after this one ends. Most of it is already planned out so I hope you will come back to read that one as well once I start putting it up :)

* * *

**Chapter Eleven**

It was finally time for Emma's favorite holiday: Halloween. On October 31st Emma could be whoever she wanted. For one night she no longer had to be an orphan feeling like no one who loves her. Except this year she had Regina to really love her. They hadn't said the "L" word to each other yet but it was definitely almost there.

Tomorrow night was the big party that Jefferson and some of his actor friends were throwing. This would be the third time they were throwing a memorable Halloween party. Emma always came early to help set up and this year was no different.

"Emma, thanks again for coming over to help," Jefferson smiled.

"Of course! You know how much I love helping you guys with this. I'm just glad we don't do this at my place. It's too small and I don't want to clean up after everyone."

The party was held at Jefferson's apartment where he lived with three of his guy friends.

"So, are you going to invite Dr. Mills," Jefferson placed extra emphasis on her name.

"I don't know. I want to but I doubt she'll come because she's still my professor and this place will be flooded with students."

"You won't know unless you ask."

Emma smiled with hope. "You're right."

She pulled out her cellphone and typed out a text to the woman.

**Emma: Hey. So I have something to run by you.**

She put her phone in her back pocket and continued to hang up spiders in webs that lined the walls. Shortly after, she felt a vibration coming from her phone.

**Regina: What is it, dear?**

**Emma: Well Halloween is tomorrow and it's my favorite day of the year.**

**Regina: I am aware of that.**

**Emma: Jefferson and his friends throw the best Halloween party every year. I would love it if you would come with me. But I understand if you're not comfortable with it.**

It took a few minutes for Emma to receive a response which worried her. She was afraid that maybe she had pushed the brunette too far too fast. But she was still hopeful when she felt her phone vibrate again.

**Regina: That sounds lovely. Will you please send me the details?**

**Emma: Really?!**

**Regina: Yes. And I assume a costume is in order?**

**Emma: Duh! I can't wait to see what you dress up as :)**

**Regina: It will be a surprise.**

**Emma: Okay :) it starts at 10:30**

**Regina: How about I meet you there at 11?**

**Emma: Sounds great. Can't wait to see you.**

**Regina: You as well, dear :)**

Emma was even more thrilled for Halloween now that her incredibly attractive girlfriend would be spending it with her.

"Someone looks chipper," Jefferson nudged the blonde with his shoulder.

"Regina's coming tomorrow," she beamed.

"Ooh! I'm excited to finally meet her."

She was excited for him to meet her as well bu once they met, that would meant that everything between them was official. Emma wanted that so bad but at the same time it scared her like hell.

* * *

"Jefferson, are you sure this isn't too cliched of me?"

Emma put the finishing touches on her costume as she she looked herself up and down.

"Are you serious? Of course it is but _damn_ do you look hot!"

This year Emma decided to keep it simple but sexy: the college traditional sexy cat.

"Well, I really love cats," she reasoned.

Jefferson guffawed, "And you love showing off your mile high long legs,".

Emma smirked, it was definitely true.

She wore black short shorts, a tucked in black tank top, some fishnet stockings, and a pair of black heels. Jefferson helped her make a tail out of felt and cotton which she effectively pinned on her ass. There was a headband with cat ears placed on top of long princess curls. To top it off, she had Jefferson do her makeup in a smokey manner that complimented her drawn on cat nose and whiskers.

The outfit made her legs look even longer than usual and the heels accentuated the muscles in her legs. All of the black that donned her toned body made her blonde hair appear even more golden and vibrant. She was a vision in the cliche costume and looked better in it than anyone else ever had.

She just hoped that Regina appreciated her assets and couldn't wait to see what the exquisite woman had planned for her costume.

* * *

It was getting closer to 11 pm and the party was already in full force. Everyone invited had been waiting for this party since last Halloween. Emma wanted to pace herself so that she wasn't a sloppy mess when her girlfriend arrived.

_Speaking of Regina, where the hell is she?_

The sexy cat was hanging out with friends and having a great time. She knew she would have even more fun with Regina there. Hoping to make time go by a little faster, she went to grab another drink.

Surprising her so bad that she jumped, a sultry voice crooned in her ear.

"Well aren't you one sexy kitten."

Jumping back, Emma was about to protest.

"Uhh, who do you think-"

Then she eyed the perpetrator up and down.

"Oh my god! Regina?"

A hearty laugh escaped from the woman's mouth. "Hello, dear."

"Wow, you look. Umm wow."

"I'll take that as a compliment," she gave the blonde a wide smile.

Emma took in the full sight of the professor's costume. She was dressed as a queen.

_How appropriate._

Regina's outfit consisted of a black dress that was incredibly short in the front and had a train in the back. The top came together to form a 'v' which successfully showed a fair amount of cleavage threatening to spill out. There were silver jewels and sparkles all over the dress to make it pop. A large collar encased her neck at the top and sizable high heels with silver gems on the heel part of the shoe graced her feet. She appeared taller than with her usual heels and her tanned legs looked slender and strong. The finishing touch of her outfit was a black and silver mask that framed her eyes and nose. Even through it Emma could tell that she had the makeup of a queen on to match. Her usually shoulder length hair was now slicked back into a free standing up do.

"Holy shit, yeah you look amazing."

"As do you. I knew I always like cats," Regina leaned in to give Emma a kiss on the lips.

They were both grateful for having a moment where they could kiss out in the open even though they were surrounded by the student's peers.

"Is this the famous Regina Mills," Jefferson interrupted.

"Shh! Keep your voice down. No one else needs to know this is her," Emma warned him.

"My bad," he made the motion of zipping his lips. "Damn. Emma told me you were gorgeous but you are simply ravishing."

Regina chuckled, "Thank you, dear. Now it seems as though I am the only one here who has yet to have a drink in her hand,".

"Oh! Follow me. I saved something special for the three of us."

Jefferson led both of the women to the almost empty kitchen. He fished around in the freezer until he found what he was looking for.

"I saved the good stuff for when your lady arrived," he exclaimed producing a bottle of Grey Goose vodka.

Regina beamed, impressed that there was actually decent liquor at a college party.

Emma rubbed her hands in anticipation and got out three shot glasses.

Jefferson decided that there needed to be a toast.

"To new friends, love, and Halloween!"

They all downed their shots simultaneously before Jefferson immediately poured another.

"Regina, do you need a chaser," the blonde asked.

"Dear, I've been drinking longer than the two of you. I am perfectly fine, thank you." She took the next shot and didn't cringe as the liquor burned her throat. Then she flashed a pearly smile at Emma to prove her point.

The other guys who lived with Jefferson entered the kitchen and joined the three of them in shot-taking. Having started earlier, Emma was feeling pretty buzzed. Every time she drank it made her a little horny- well more than usual. Constantly looking at her über sexy girlfriend only made it worse.

The six of them were having a grand time and getting along amazingly. Between them all, they had almost finished the entire bottle of Grey Goose. The pounding of the music filled their ears and Emma could feel it beating along with her heart. She backed Regina against the counter and pressed their bodies tightly together. Feeling the brunette's breasts move up and down due to her heavy breathing, she stared agonizingly at her plump lips. Then their lips were pressed lightly together and the blonde's tongue teased the inside of her mouth. Regina placed her hands on the top of the counter for balance as she felt hands tease her at the hem of her dress.

They soon gained the attention of their friends who started teasing them.

"Quit making out and let's finish this bottle off!"

There was just enough for all of them to have one more shot. It was decided that they would take it wedding style. So the two women linked their arms together and poured the clear liquid down their throats.

They exchanged knowing looks with one another and Regina spoke up.

"I need to use the restroom. Emma, would you mind showing me to it?"

"Of course," she took the professor by the hand.

"You guys can use mine so you don't have to wait," Jefferson called after them.

Emma took them down the hall and through her best friend's room to his private bathroom. Locking the door behind her, Regina grabbed Emma and pushed her back against the door. Their lips collided in a rough hurry and Regina untucked the blonde's tank top from her shorts.

Her hand slipped beneath her waistband and was pleasantly surprised to find that Emma was already dripping wet. She moaned into Emma's mouth as she slid a finger back and forth through her. Using one hand to hold the other woman up and against the wall, Emma wrapped one of her legs around Regina's waist for more access.

The younger woman put her hands on Regina's shoulders and gripped them hard when she felt two fingers enter her. The brunette continued pumping in and out of her while she placed her palm on Emma's clit. She left kisses along her jaw line and neck in a furious manner. Regina was hitting all of the right spots so quickly that Emma felt herself lose control.

"Fuck, Regina. Please don't stop."

Regina whispered back into Emma's ear before giving it a nibble. "I wouldn't dream of it."

She thrust in and out of Emma's wet center even harder and felt a throbbing around her fingers as her girlfriend came. Pulling out, she brought her fingers to her mouth and moaned as she tasted Emma.

Emma wasn't sure if it was possible for her to get even more turned on, but somehow it was.

"This is the best Halloween ever," she said as she kissed her queen.


	12. Chapter 12

**A/N: **So I have written some Spanish in this chapter but don't worry if you don't speak it; I have translated it into English as well. Please review and let me know what you think :)

Also, if anyone wants to keep up with me/be friends with me on tumblr, you can find me at sashasparrilla :)

* * *

**Chapter Twelve**

"Emma! Yes, right there."

Regina was bent over her desk, her breasts almost brushing the top with her dress hiked up around her waist. Her underwear was around her ankles at her heels while Emma had two fingers buried inside her and her other hand around the professor on her clit.

The blonde's breasts brushed against Regina's back as she smirked at her skills to bring the brunette to orgasm so fast. She had been fucking her girlfriend for not even two minutes and she could feel the brunette already approaching the edge.

Regina reached behind her and grabbed onto Emma's waist to pull her closer. She thrust her hips back and continued to softly moan, careful enough so that the sound didn't leave her office. Emma didn't let up any of her motions and she pushed Regina over the edge. Her toes and fingers curled as her legs shook and threatened to give. The student held onto her and kept her upright.

As soon as Regina came down, she spun around to give Emma a kiss. However, her eyes widened as she noted the time on the clock past the blonde hair.

"Holy shit! Emma, we're late!"

"What?"

Emma turned to look at the time and saw that their class had started ten years ago

"Fuck! I thought we had enough time. I am so sorry."

The two women rushed to get their things together and fixed their messed up hair and clothes. Emma kept apologizing to her professor, to which Regina rolled her eyes.

"Emma, your apologies aren't necessary. I obviously enjoyed myself. I'm just sorry I was unable to return the favor. Although, dear, it may look suspicious if we run in together. Perhaps you wouldn't mind waiting an extra five minutes?"

"Of course," Emma placed a quick kiss on Regina's cheek before smoothing down a stray hair.

Regina gave her a loving smile before she turned to enter the classroom.

"Sorry to keep you all waiting. I trust you have your books open to the appropriate chapter."

Emma inwardly chuckled at the way Regina instantly turned on her professor persona.

_That woman is incredible. She is just perfect, I love her._

Her eyes widened at what she just said in her head.

_Shit. Do I really? Ugh, yeah, I fucking love her._

Emma was both thrilled and terrified at her realization. She'd have to tell Regina how she feels; she hoped that Regina would return her feelings.

Figuring it had been long enough, the tall blonde stalked into the classroom with her head down.

"Miss Swan. You're late, but I assume you're aware of that. Please take your seat and open your book to chapter eight, section three."

Regina held a neutral look on her face. She didn't miss the look of fear on Emma's face and hoped she didn't cause it.

* * *

Later that Thursday Emma was sitting in her apartment working on homework when her phone buzzed.

**Regina: **Hi, Emma. I have a proposition for you.

Emma was definitely intrigued.

**Emma:** What's up?

**Regina: **My best friend, Rose, won't stop asking to meet you. I agree that it is time you two finally met. Would you care to go on a double date with me tomorrow night? She has some new guy she wants me to meet as well.

**Emma: **Yeah, that sounds great! What time?

**Regina: **Meet me at my place at 7?

**Emma: **Alright, can't wait to see you :)

**Regina: **Me too :)

The blonde began planning her outfit for tomorrow night, excited and nervous that she was going to see a new part of Regina's life.

_Since when have I been this excited to plan an outfit? God, I am totally falling for her._

* * *

Emma stepped on to Regina's steps and took a deep breath. She looked herself up and down before she went to ring the doorbell.

"Emma, you look spectacular."

Regina opened the door and gasped at Emma's appearance. She was wearing a pantsuit that accentuated her long legs paired with some boots. The brunette definitely appreciated the look. She brought Emma inside and gave her a long kiss to show her appreciation.

"Thanks. You look amazing as usual."

Emma ogled the slinky deep purple dress that clung to Regina's body in all of the right places. Her black, patent heels were perfectly matched and a silver necklace cascaded down towards her cleavage, adding the perfect touch to the ensemble.

"Give me just one more minute and I'll be ready," Regina said as she walked up the stairs.

The younger woman took the opportunity to really look around the entrance of Regina's house and go over in her head what she wanted to say to the woman that night. She noticed that her hands began to sweat and she forced herself to calm down right as Regina walked back down the stairs.

"Are you ready to go, dear?" Regina smiled as she approached Emma.

The familiar scent of amber filled Emma's senses and she breathed in deeply, relishing in the intoxicating aura.

"Yes," Emma held out her arm for Regina to take.

When they got outside, Regina had a car prepared to take them to the restaurant. Emma was not used to being pampered but she definitely didn't mind it as long as it meant she would be with Regina.

Regina spent the car ride briefing Emma on what to expect from her best friend.

"I am sorry but I'm sure she will interrogate you on every aspect of your life. Hopefully she will be less invasive since she has a date herself."

"It's cool. It's not like I've got anything to hide and I'm not that interesting."

"I find you incredibly interesting. That was my first impression of you when we first met. By the way, I still need to challenge you to a game of trivia."

Emma smirked, "Soon. I don't want to have to kick your butt just yet, Mills,".

The older woman feigned a look of hurt before laughing.

Soon enough they were at the upscale Italian restaurant where Rose and her date were waiting.

Regina introduced Emma to Rose who kept saying how hot she thought Emma was. Next, Rose introduced her date, Miguel, to the women.

They were led to their table and Rose insisted on ordering a bottle of champagne.

"So, Regina. Rose tells me that you're a fellow Latina," Miguel inquired in a semi-thick accent.

"Indeed, I am. My father was Hispanic but my mother is not. Where are you from Miguel?"

"My family moved us here from Chile about 15 years ago. ¿Hablas español?" _**(Do you speak Spanish)**_

The professor chuckled at the change of language as Rose and Emma exchanged confused glances.

"Sí, mi padre me enseñó español cuando era una niña. ¿Tu familia habla Inglés?" **(_Yes, my father taught me Spanish when I was a child. Does your family speak English?)_**

"Sí pero se prefiere hablar español en la casa." _**(Yes, but they prefer to speak Spanish at home.)**_

"Claro. No pienso que las otras pueden los entender," _**(Of course. I don't think that the others can understand us.) **_Regina replied as she looked at their dates. They both had dumbfounded looks on their faces for the same reason: they were aroused. Obviously not at the same person though. Emma had never heard Regina speak Spanish and she was definitely not disappointed at what she had just heard. Although she couldn't understand any of it, it sounded incredibly sexy coming out of the professor's mouth.

"Sorry guys," Regina giggled and apologized.

"Uhh- it- it's okay," Emma stuttered.

"Isn't it amazing when she speaks Spanish," Rose leaned in to Emma.

The blonde finally picked her jaw up off the floor and muttered a reply. "Yeah."

Regina blushed at the realization of the effect her bilingualism on her student.

"Anyways, it's nice to meet you both. Here's to a nice dinner," Miguel raised his glass to toast the three women.

* * *

Their double date came to an end a few hours later. Everyone enjoyed themselves and Rose didn't interrogate Emma too bad. But Regina and Emma were ready to have some alone time. They all said their goodbyes and Regina's driver took them back to her brownstone.

Once inside, Regina poured them each a drink and led them to the living room.

"Emma, is something bothering you?"

The blonde had been nervously glancing back and forth between her girlfriend and the untouched drink in her hand. She kept chewing on her bottom lip and her palms grew sweaty. It wasn't easy for her to mask her nervousness and it only made it worse when Regina picked up on it. This meant that she now had to face her feelings and voice them out loud, no matter the consequences. This was the second time she found herself in this position with Regina.

"Well, I-," Emma tried. Then she put her drink on the table and turned to face the brunette.

"So I know we've only been seeing each other for a little bit now but I haven't shared a connection like this with anyone in a long time. Actually I'm not sure if I've ever felt a connection like this _ever_. You're so incredible; you are the smartest, kindest, most gorgeous, intelligent, and understanding person I have ever met."

"Dear, you do not need to feed my ego any more," Regina smiled and blushed.

Emma awkwardly chuckled before taking a deep breath to continue.

"The point is, I am completely enthralled by you. I understand if your feeling aren't as deep as mine and I'm not expecting anything in return but it has become so clear to me. Regina, I love you."

Emma gazed into wide, dark brown eyes with her own that were on the verge of spilling tears because of both the nerves and intense amount of infatuation.

"Y-you do?"

"Of course I do. You have come to mean so much to me in such a short amount of time."

There was a moment of silence before Regina rushed to give Emma a deep, hard kiss. Pulling apart, her eyes were glossy.

"I love you too, Emma."

They beamed at each other before Emma broke the moment like usual.

"I also love it when you speak Spanish. Even if I can't understand any of it."

"Oh, you do, huh?"

"Mmhmm," the blonde leaned in for another kiss.

Regina whispered in her ear, "Te quiero, mi amor,". **_(I love you, my love.)_**

"Mmm, I think I understand that."

Emma leaned her head back and allowed Regina to leave kisses along her neck, counting the number of them in Spanish along the way.

"Uno," another one. "Dos," one more. "Tres."

The younger woman let out a squeal of delight as Regina pushed her down into the couch.


	13. Chapter 13

**A/N:** I'm sorry to say this but after this there will only be one more chapter. I hope you all have like reading this story as much as I have enjoyed writing it. As I said previously, I will be putting up another story soon. So hopefully I will see many of you over there too :) Enjoy!

* * *

**Chapter Thirteen**

*3 Weeks Later*

Emma was sprawled all over Regina's living room floor surrounded by papers, writing utensils, textbooks, and her laptop. There was a fireplace on one wall, roaring with flames and heat. Her blonde hair was thrown haphazardly in a bun high on top of her head. There were fuzzy socks warming up her feet, black leggings on her long legs, and an over sized sweater on her toned torso. She kept frowning at her laptop, searching through her books, and letting out a big sigh. This earned many glances from her professor who perched on the couch with a laptop on her lap and papers neatly stacked beside her. Her legs were propped up on the coffee table in a still regal manner.

"Dear, are you alright?"

"Ugh, yeah. I'm just stuck on this essay."

"Perhaps you should take a break? Maybe come give me a kiss?"

Emma smiled and went over to give her girlfriend some kisses.

"How's it going over here?"

"Oh, it's going fine. I just wonder how many of my students actually read the books I assign to them."

"Ha! I always knew I was your best student," Emma gloated.

"Emma, please. Would you like some more hot cocoa," Regina stood up and gathered their mugs.

"Sure, thanks."

The blonde followed Regina to the kitchen for a well deserved break.

"How long have I been working on finals? It feels like it's been a million years," Emma groaned.

"That is highly impossible. We have only been working for three hours," Regina rolled her eyes.

"That's three hours too long. Wanna go upstairs and do something different?"

The student played with the bottom of Regina's deep red cashmere sweater and tried to sneak in a hand underneath the material. The brunette pushed her hand away and took a step back.

"Emma. You need to finish your essays and I need to finish grading. There is only one week left of school. After that we have all the time in the world to do whatever we want in the bedroom."

"Okayyyy," Emma sang melodramatically.

They went back into the living room with their hot cocoas and continued to work.

* * *

The two women decided to wrap their work up about three hours later. They were currently in the kitchen preparing dinner together.

"Emma, what are your plans for Christmas break?"

They had avoided discussing their possible break apart in fear of seeming too clingy.

"I'm not too sure. For the last three years I've been staying with Jefferson and his family upstate. And for two days I stay at the orphanage here in the city that I lived at for a few years."

"What do you do there?"

"I just hang out with the kids and the people who work there. I know it's not exactly an ideal home but sometimes it's nice to go back to your roots, you know?"

Regina's eyes filled up with tears. "Emma, that is such a sweet and selfless thing to do."

"Thanks," Emma blushed at the compliment. "What are you doing for Christmas?"

"I usually go to my aunt's house; my father's sister. I was actually thinking about something we could possibly do," she trailed off.

"What is it," Emma smiled wide.

"If you want to, I would love it if we could spend a few days together. We could have our own little Christmas."

"That sounds amazing, Regina. Come here."

The blonde pulled Regina into a large embrace and breathed in the scent of Regina's shampoo and amber perfume.

"Really? You wouldn't mind spending a few days here just the two of us," Regina questioned into Emma's shoulder.

"Of course! That is what I want more than anything."

Emma pulled away form the brunette to meet her gaze.

"This is the first Christmas I'm actually looking forward to."

"Honestly, Emma, I feel the same way. Yes, I have some extended family but I never really had anyone to share this magical holiday with. And you, my dear, are the only person I want to spend this Christmas with."

"Me too, Regina. I can't wait to get you the best present in the whole world."

The blonde gave Regina a quick kiss before they went back to preparing dinner.

* * *

It was now finally one week until Christmas and all of New York City was prepared for the holiday. Well, all except for Emma Swan. She had been running around the city and brainstorming about the perfect present for her impeccable girlfriend. So far, she had come up empty. For two weeks she had been thinking and planning but nothing seemed fit enough for the regal woman.

The blonde was wearing skintight jeans, some Dr. Martens boots, a long sleeved shirt, and a leather jacket where she kept her hands in the pockets in an attempt to keep them warm. A gray beanie sat perched on her blonde curls in order to protect her ears. The final touch to tie in her outfit and secure her warmth was the knitted gray scar around her neck.

She had been walking around her neighborhood aimlessly for close to twenty minutes when she looked up at one of the buildings. A smile finally appeared on her face when she realized she had stopped in front of her favorite stores. The perfect present for Regina Mills just popped in her head.

* * *

Regina sat at her computer with her glasses perched up on her nose and a satisfied smile on her mouth.

_Emma Swan is going to be thanking me for days._

The woman was proud of herself for getting (what she hoped) _the_ best Christmas present ever for someone. She was looking forward to seeing the look on Emma's face the most.

The blonde would be coming to stay with her in three days for an entire week. While they had sleepovers before, Regina felt that having Emma as a house guest for an extended period of time meant that her house (and her body) needed to be in immaculate shape. She started the long and vigorous process that went into setting everything up to her regal standards. But before she could pay any attention to her house she got her workout clothes on and made her way to the gym.

When she go there, Regina put in her headphones and stepped on the treadmill.

_I'd better work extra hard today because the only workout I'll be getting in for the rest of this week will be from Emma in the bedroom._

That thought coursing through her mind made her blush and pushed her to run even faster.

* * *

"Regina? Reginaaa," Emma half whispered as she poked the brunette on the arm.

It was finally Christmas morning and Emma couldn't sleep anymore. She finally was able to act like a child on this holiday because there were presents waiting for her under a huge, lit up tree and a woman next to her who loved her deeply. The blonde desperately wanted Regina to wake up so they could make coffee and breakfast and exchange gifts. So she lightly poked Regina until she stirred.

"Mmm, Em," Regina mumbled, still half asleep.

She squirmed away from Emma's poking fingers and partly opened one eye to peek at the blonde.

"Morning, babe," Emma beamed. She was so awake it seemed like she already drank an entire pot of coffee by herself.

"Babe?" Regina croaked and her voice was groggy.

Emma's cheeks reddened as she realized the nickname that slipped out of her mouth.

"Umm, woops. Sorry, Regina."

Regina smirked, "Actually, 'babe' surprisingly doesn't bother me too much, _babe_."

The blonde smiled and gave her girlfriend a kiss on the lips.

"Emma, what time is it? I would like to sleep my usual eight hours like a normal person."

She leaned over to look at the clock before responding. "It's five."

"Emma! Go back to sleep for another two hours. Then we can start the day."

"But, Reginaaaa! I'm wide awake and ready to start your favorite day. Please, can we get up? I'll make you coffee and pancakes."

Regina rolled over to face Emma and rolled her eyes.

"Are you aware that you are acting like a complete child at this moment?"

"Yes, but it's only because I never got to before. I'm so excited to share it with you." Emma knew exactly how to get Regina to say yes to her.

The brunette let out a deep sigh and threw the covers off of both of them.

"Alright, let's get up."

Emma squealed and clapped her hands together.

"Thank you, thank you! Merry Christmas, Regina," she gave the woman another kiss.

"You're welcome. Merry Christmas, dear."

They got up and Emma convinced Regina to stay in her flannel pajamas until at least lunch time. As promised, Emma made them coffee and pancakes (only making a minor mess) and they ate breakfast before opening presents.

The two women brought their refilled mugs to the living room and Emma's eyes were wide as she saw all of the presents under the tree.

"Regina! Where did all of these come from? There were only a few under here last night."

"Someone must have put them here while you were asleep, dear."

Emma was truly touched by the gesture and she hadn't even opened anything yet.

"Shall we begin, dear?"

They opened small presents from each other first and saved the big ones for last.

Regina was opening the last one from Emma and it was a big box containing many different things. Emma was explaining them as she opened them.

"It's a bunch of my favorite things that I want to share with you. There's two versions of the board game Trivial Pursuit that way we can always challenge each other to a game of trivia. Season one of "Orange Is the New Black" on DVD so we can finally watch it together. My favorite book series: Harry Potter. Because you strike me as a person who never read them growing up. And lastly, a framed picture of me with my favorite person in the whole world."

Regina's eyes teared up as she inspected the picture of the two of them together with huge grins on their faces and then she held the picture close to her heart.

"Emma, this is the best present I've ever received. Thank you so much."

They gave each other a deep kiss before Regina got up to retrieve her final present for Emma. Handing her an envelope, she anxiously waited for the blonde to open it.

"Holy shit! Front row tickets to see a Rangers game?! They are my favorite hockey team! My favorite sports team actually! Oh my god!"

She threw her arms around Regina's neck and kept bouncing up and down.

"Are the tickets okay?"

"Okay? They're perfect. Just like you. I've never been able to go to a game before. This is _the_ best present ever. Thank you so much!"

Regina giggled at the enthusiasm.

"The game is in two days, will that be alright?"

"Yeah! I'm glad I don't have to wait long, I'm so excited. You're gonna need to wear some of my Rangers clothes to the game, you know that right?"

'We will see about that."

The women continued to hug and kiss while looking over all of their presents. This was definitely the best Christmas for both of them.


	14. Chapter 14

**A/N: **Thanks again to all of you for sticking around being so nice to me and this story. I really appreciate it! I'm sad to say that this is the last chapter. My new story will be called "The Countdown" and I have already written the first chapter. It should be up within a few days :)

Cheers!

* * *

**Chapter Fourteen**

"Okay. Now you're ready to go," Emma grinned as she finished fixing the Rangers beanie on Regina's head.

"Emma, I don't think is really necessary," Regina scrunched her nose. She felt ridiculous wearing the hat especially because it had one of those pompom balls on the top.

"Well it is necessary, Regina. I told you, it will be cold in the arena and it's already cold outside. Plus, you need to show your support for the best team ever."

Regina looked down at her outfit. "Am I not already showing enough support?"

The brunette was wearing jeans, a long sleeved Rangers shirt, and a red and blue scarf.

The blonde smiled, "You can never be wearing enough Rangers stuff. Plus, we look so cute in our matching hats,".

She smiled from ear to ear and tapped her girlfriend on the nose. Which in turn caused Regina to make a face but smile in return.

"Here, let's take a picture." Emma pulled out her phone and snapped a photo of the happy, beaming couple. "Aww, we can use this for our Christmas card next year."

"Don't push it, dear."

Emma gave Regina a kiss on her forehead and grabbed their coats.

'Alright, we'd better get going."

* * *

"Are you fucking kidding me?! That's not the way you fucking play a game!"

Regina's eyes were wide at the intensity her girlfriend displayed. Emma was standing up with her face almost pressed up against the glass. A beer was in one hand and popcorn was in the other. However, her violent outbursts kept making her spill a little of both.

"Emma, do sit down please. And lower your voice. Security is going to come back over here and threaten to kick us out."

The blonde growled and sat down. So far, security has come over twice to tell the young woman to settle down.

Suddenly, everyone cheered (including Emma) and Regina was confused.

"Did we just win a point?"

Emma giggled, "Yes, but it's called a goal,".

"Oh, okay. And so now we have two goals, right?"

"Yeah and the other team only has one. So let's keep our fingers crossed."

"And how many innings are left?"

"You're lucky that you're cute," Emma laughed at Regina's lack of knowledge of hockey. "One and they are called periods. Innings are for baseball."

"Oh, woops." Regina blushed.

"Are you having fun?"

Regina took a sip of her beer that Emma insisted she have.

"I am actually. Surprisingly, this beer isn't too bad either."

"That's because it's Labatt Blue. It's like the unofficial beer for hockey."

They put their cups together in a cheers motion before laughing. Throughout the night Emma had been teaching the brunette the basics of hockey and so far she wasn't retaining any of the information. The game interested her but she really just liked watching Emma enjoy herself.

"Ooh, look!" Emma pointed to the screen hanging above the middle of the rink. "That kiss cam!"

There was a big heart on the screen and it showed different people kissing in the middle of the heart. Emma pulled Regina closer into her and desperately wanted to be on there.

"Oh no. That is just childish and we will not be participating if they put it on us," Regina tried to squirm away.

"Oh yeah?" Emma smiled because she was in luck that night. The camera landed on them and she squealed while Regina groaned.

Emma grabbed Regina and gave her a hard, deep kiss to which Regina couldn't help but return. The entire arena burst out into cheers and claps which made Regina blush and Emma smile even wider.

Regina was thankful when the game resumed and people were no longer paying attention to her and Emma.

"I need to use the restroom and I'll refill our drinks."

"Okay but hurry back. This is the last period."

The older woman came back in record time and shouldn't have been surprised to see Emma in her current state. Without fail, she had resumed banging on the Plexiglas and screaming at both the players and officials.

"Thank god you're back, Regina, I think you're my good luck charm. Look how shitty they're playing right now."

Regina simply shook her head and laughed.

By the end of the game, Emma had Regina cheering along with her. The blonde was elated because her favorite team had just won.

"Wow. Thank you so much for these tickets, Regina. You're really the best."

"I'm glad you enjoyed yourself, dear."

The women got in the car and made their way back to Regina's house. Emma's hand was exploring Regina's legs as she kissed her neck.

"I want you to enjoy yourself too."

Regina tried to push Emma away as she remembered that her driver could hear and see everything the two of them were doing.

"Emma, wait till we get home."

"But, babe, I can't wait."

The nickname had a surprising effect on the brunette as she felt a surge course right to her center.

"Emma," she hissed again.

The blonde thoroughly enjoyed watching Regina squirm. But she didn't want the driver to see anything else so she halted her advances until they got to the house.

The living room was the closest room with somewhere to lay down so they kissed their way over to the couch. Removing each other's clothes as they went, Regina managed to get Emma to lay on her back on the couch. They were fulled undressed and Regina climbed on top to straddle the blonde. Emma pulled Regina's head down to hers so that she could continue to kiss her. One hand was on the brunette's waist as she raised her hips so that their pussies were touching. Regina immediately cried out in pleasure and reached a hand down to slightly pinch one of Emma's hardened nipples. She caused Emma to moan and pick up the pace.

Regina was grinding back and forth on Emma while the blonde had her hands on her hips to help control the movement. Their wetness had come together which turned both women on even more.

Emma could tell that Regina was close so she raised her hips a little more as the brunette continued to ride her. Soon enough, they were both brought to the edge and neither of them held back. They both cried out and threw their heads back as their orgasms ripped throughout their entire bodies. Emma was watching the brunette as they both came and she loved seeing the expressions that appeared on her face. It made it even more intense and enjoyable when Regina opened her eyes as well and their gaze met. Thye both just experienced one of the most intense orgasms ever and it was amazing.

"Wow," Regina sighed as she collapsed on top of Emma.

"Yeah, wow," Emma agreed. "Are you tired?"

"Not yet, why?"

"I know the perfect way to end our already perfect day."

"Oh yes? And how is that?"

"Go get comfy and meet me back here in fifteen minutes."

Regina raised an eyebrow and got up to go upstairs. "Alright, dear."

Emma got up and quickly made a pot of coffee and scooped out two bowls of ice cream. She popped the first disc of "Orange Is the New Black" in the DVD player and turned on the fireplace.

Regina walked down the stairs and saw Emma setting up the table.

"What's all this, dear?"

"Well, I figured we could use some relaxing time so I thought now is the perfect time to start this show. And nothing goes better with late night tv than ice cream and coffee."

The brunette smiled at the gesture. "Thank you, Emma. This is wonderful."

They sat side by side on the couch and Regina leaned Emma's side.

"Are you sure I'm going to like this show?"

"Oh yeah. You liked the book and I promise the show is even better."

"Okay, good."

The show started and Emma watched Regina sip her coffee and intently watch the opening. She smiled and kissed the top of her head.

"I love you, Regina."


End file.
